CULLEN HIGH DIVIDEND EQUITY FUND, CULLEN INTERNATIONAL HIGH DIVIDEND FUND,
CULLEN SMALL CAP VALUE FUND, CULLEN VALUE FUND AND CULLEN EMERGING MARKET HIGH DIVIDEND FUND
SEMIANNUAL REPORTS 12-31-12
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-09871
Cullen Funds Trust
(Exact name of registrant as specified in charter)
645 Fifth Avenue
New York, NY 10022
(Address of principal executive offices) (Zip code)
Brooks Cullen
645 Fifth Avenue
New York, NY 10022
(Name and address of agent for service)
877-485-8586
Registrant's telephone number, including area code
Date of fiscal year end: 6/30
Date of reporting period: six months ended 12/31/12
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Cullen Funds Trust
Cullen International High Dividend Fund
Cullen High Dividend Equity Fund
Cullen Small Cap Value Fund
Cullen Value Fund
Cullen Emerging Markets High Dividend Fund
SEMI-ANNUAL REPORT
December 31, 2012
CULLEN FUNDS TRUST
February 25, 2013
Dear Shareholder:
Retail Class Performance for the six months ended December 31, 2012 for the Cullen High Dividend Equity Fund (“High Dividend Fund”), Cullen International High Dividend Fund (“International High Dividend Fund”), and Cullen Small Cap Value Fund (“Small Cap Fund”) and Retail Class Performance from September 1, 2012 (commencement of operations) through December 31, 2012 for the Cullen Value Fund (“Value Fund”) and Cullen Emerging Markets High Dividend Fund (“Emerging Markets High Dividend Fund”) versus their respective benchmarks was as follows:
Fund/Benchmark | Performance | ||
Cullen High Dividend Equity Fund | 2.39% | ||
Standard & Poors 500 Index | 5.95% | ||
Cullen International High Dividend Fund | 12.51% | ||
MSCI EAFE Index | 14.05% | ||
Cullen Small Cap Value Fund | 4.62% | ||
Russell 2500 Value Index | 10.23% | ||
Cullen Value Fund | –0.20%* | ||
Standard & Poors 500 Index | –0.38%* | ||
Cullen Emerging Markets High Dividend Fund | 4.45%* | ||
MSCI Emerging Markets Index | 5.58%* |
* Commenced operations September 1, 2012.
Please refer to the financial highlights for each Fund’s respective share class’ performance on pages 42-53 of this annual report.
Portfolio Review—High Dividend Fund
The High Dividend Fund’s performance versus the Standard & Poor’s 500 Index (“S&P 500”) during the period was primarily due to stock selection decisions, most notably within the Information Technology, Telecommunications, and Industrials sectors. The Fund’s relative underperformance was also impacted by our overweight allocation to the Consumer Staples and Telecommunications Services sectors and underweight allocation to the Consumer Discretionary. Partially offsetting the allocation effect was the Fund’s underweight allocation to the Information Technology Sector.
Portfolio Review—International High Dividend Fund
The International High Dividend Fund’s relative performance versus the MSCI EAFE Index (“MSCI EAFE”) during the period was primarily due to sector allocation decisions, most notably within the Financials, Telecommunication Services, and Health Care sectors. The Fund’s relative underperformance was also impacted by stock selection effects in the Utilities sector with stock selection effects in the Industrials and Telecommunication Services sectors partially offsetting the aforementioned impact.
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CULLEN FUNDS TRUST
Portfolio Review—Small Cap Fund
The Small Cap Fund’s performance relative to the Russell 2500 Value Index during the period was primarily due to stock selection decisions, most notably within the Telecommunication Services, Consumer Discretionary, and Energy sectors. The Fund’s relative underperformance was also impacted by our overweight allocation to the Health Care sector.
Portfolio Review—Value Fund
The Value Fund’s performance relative to the Standard & Poor’s 500 Index (“S&P 500”) during the period was primarily due to stock selection decisions, most notably within the Materials and Industrials sectors with the negative effect partially offset by stock selection decisions in the Health Care and Information Technology sectors.
Portfolio Review—Emerging Markets High Dividend Fund
The Emerging Markets High Dividend Fund’s relative performance versus the MSCI Emerging Markets Index (“MSCI EM”) during the period was primarily due to sector allocation decisions, most notably from its overweight allocation to Telecommunication Services and underweight allocation to the Financials. The negative sector allocation effect was partially offset by stock selection effect, most notably in the Industrials and Information Technology sectors.
Outlook
As was the case last year at this time, we again think markets have discounted much of the downside risks, and there is potential for solid stock market returns in the year ahead. The attractiveness of equities rests on three legs: continued negative sentiment, a pick-up in global economic activity and attractive stock valuations. We also think the strong financial position of corporations continues to be under-appreciated by the market in terms of the performance implications for common stocks. Once again, we expect high levels of volatility will continue until greater clarity emerges, in particular around the wrangling that will accompany the continued unfolding of the policies required to put the U.S. on a sustainable fiscal trajectory. A properly balanced policy thus has the most potential for upside equity market performance. Over the long-term, we continue to believe the current uncertainty creates a window of opportunity — particularly for those who are able to bear the short-term volatility.
To elaborate briefly, first, sentiment continues to be unfavorable toward the stock market, as a “risk” asset. Cumulatively over the last five years, over $1.1 trillion has flowed into bond funds while about $500 billion has flowed out of equity funds, with both these flows accelerating since mid-2011. This risk aversion sentiment is not limited to the retail investor. Since 2005, pension funds’ allocation has moved from 60% equity/28% fixed income to 38% equity/41% fixed income. Since 2002, endowments’ allocation to equities has dropped from 50% to 33%, with “alternatives” (i.e. high-fee hedge funds) rising from 24% to an astounding 53%, given their promise to manage volatility. The market has clearly climbed the proverbial wall of worry these past several years.
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CULLEN FUNDS TRUST
Second, a quick look around the world’s economies suggests a pick-up in growth over the coming year. Many of the heightened risks that faced investors seem to have become more balanced in recent months, such as the U.S. fiscal budget negotiations, debt financing issues facing many European countries, and China’s slowdown. Since October, U.S. purchasing manager indices (PMIs) have surprised on the upside, while inflation has come in lower than expected. In addition, the Organization for Economic Co-operation and Development’s Global Leading Economic Indicators have also hooked up pointing to a reacceleration of global growth. From all this, economists are expecting global growth approaching 3% in 2013. US growth is expected in the same range, with acceleration throughout the year as we move beyond fiscal cliff drags, with a housing recovery contributing to growth along with other forms of pent-up demand.
One market scenario which would appear to have a higher degree of certainty for investors is the positive dividend trends for U.S. corporations. In 2012 companies in the S&P 500 paid approximately $281.5 billion in dividends, a record and 13.6% above the previous record of $247.9 billion paid in 2008. Despite the new tax compromise and slightly higher dividend and capital gain tax rates, 2013 is expected to be another record payout. There are approximately 403 dividend payers in the S&P 500, the most since November of 1999. Still there is much room for growth, payout ratios are well below historic averages, finishing the year around 30%, while corporate fundamentals are strong, balance sheets are attractive, and cash levels remain near record highs.
The yield on the S&P 500 is approximately 2.25% and over 50% of the index companies exceed the yield on the 10 year treasury, 1.75%. The S&P 500 dividend yield is now higher than the yield on Treasuries for the first time in 50 years. Equally provocative is the fact that dividend yields today are now comparable to investment-grade bond yields, a condition which has not been observed since the index was started in the mid 1980’s. After years of market volatility, recession, underperformance, and a few bubbles investors are leery and skeptical of investing in stocks. The aging population and retiring baby boomers are looking for less risk and more yield, they continue to plow money into bond funds despite dismal yields and very little room for capital appreciation. Through November, bond mutual fund and exchange-traded funds have attracted $348 billion in new assets; while equity mutual funds and exchanged-traded funds have watched $66 billion flow out.
Investor demand for yield, the lack of attractive alternatives, and managements’ changing attitudes on utilizing cash have led to the beginning of a long term trend favoring dividend paying stocks. The dividend discipline has been a driver of total return throughout market history, arguably the most important factor in share price performance over time.
Sincerely,
James P. Cullen
Chairman and Chief Executive Officer
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CULLEN FUNDS TRUST
The above outlook reflects the opinions of the authors, is subject to change, is not guaranteed, and should not be considered investment advice.
The Cullen High Dividend Equity Fund, Cullen International High Dividend Fund, Cullen Value Fund, and Cullen Emerging Markets High Dividend Fund’s investment objectives are capital appreciation and current income. The Cullen Small Cap Value Fund’s objective is capital appreciation.
Past performance does not guarantee future results. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. You can obtain performance data current to the most recent month end by calling 1-877-485-8586 or visiting our website: www.cullenfunds.com. The Cullen Funds impose a 2% redemption fee on shares held less than seven days. Performance data does not reflect the redemption fee. If reflected, total returns would be reduced.
Mutual fund investing involves risk. Principal loss is possible. The Funds may also invest in medium- and small-capitalization companies, which will involve additional risks such as limited liquidity and greater volatility.
The S&P 500 Index is an unmanaged index commonly used to measure performance of U.S. stocks. The MSCI EAFE Index is an unmanaged index of common stocks in Europe, Australia, Asia and the Far East. The Russell 2500 Value Index is an unmanaged index commonly used to measure performance of small capitalization stocks. The MSCI Emerging Markets Index is an unmanaged index of common stocks in emerging economies. It is not possible to invest directly in an index.
Fund holdings and/or sector allocations are subject to change and are not recommendations to buy or sell any security. Please refer to each Fund’s Schedule of Investments in the report for complete fund holdings information.
Current and future portfolio holdings are subject to risk.
Investment performance reflects fee waivers. In the absence of such waivers, total returns would be reduced.
Must be accompanied or preceded by a current prospectus.
The Cullen Funds are distributed by ALPS Distributors, Inc. (2/13)
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EXPENSE EXAMPLE (Unaudited)
December 31, 2012
As a shareholder of the Funds, you may incur two types of costs: (1) transaction costs; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2012 to December 31, 2012.
Actual Expenses
The first sets of lines of the tables below provide information about actual account values and actual expenses. Although the Funds charge no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by the Funds’ transfer agent. If you request that redemption be made by wire transfer, currently a $15.00 fee is charged by the Funds’ transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The examples below include, but are not limited to, management fees, shareholder servicing fees, fund accounting, custody and transfer agent fees. However, the examples below do not include portfolio trading commissions and related expenses. You may use the information within these lines, together with the amount you invested, to estimate the expenses that you paid over the six-month period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second set of lines within the tables below provide information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Funds’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other mutual funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, redemption fees or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
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CULLEN FUNDS TRUST
EXPENSE EXAMPLE (Unaudited) – Continued
December 31, 2012
Beginning Account Value 7/1/12 | Ending Account Value 12/31/12 | Expenses Paid During Period(1) | Annualized Net Expense Ratio | ||||||||
Cullen International High Dividend Fund | |||||||||||
Actual | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,125.10 | $ | 6.70 | 1.25 | % | |||
Class C | $ | 1,000.00 | $ | 1,120.00 | $ | 10.69 | 2.00 | % | |||
Class I | $ | 1,000.00 | $ | 1,125.60 | $ | 5.36 | 1.00 | % | |||
Class R1 | $ | 1,000.00 | $ | 1,122.00 | $ | 9.36 | 1.75 | % | |||
Class R2 | $ | 1,000.00 | $ | 1,223.20 | $ | 8.03 | 1.50 | % | |||
Hypothetical (assuming a | |||||||||||
5% return before expense) | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,018.90 | $ | 6.36 | 1.25 | % | |||
Class C | $ | 1,000.00 | $ | 1,015.12 | $ | 10.16 | 2.00 | % | |||
Class I | $ | 1,000.00 | $ | 1,020.16 | $ | 5.09 | 1.00 | % | |||
Class R1 | $ | 1,000.00 | $ | 1,016.38 | $ | 8.89 | 1.75 | % | |||
Class R2 | $ | 1,000.00 | $ | 1,017.64 | $ | 7.63 | 1.50 | % | |||
Cullen High Dividend Equity Fund | |||||||||||
Actual | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,023.90 | $ | 5.10 | 1.00 | % | |||
Class C | $ | 1,000.00 | $ | 1,020.20 | $ | 8.91 | 1.75 | % | |||
Class I | $ | 1,000.00 | $ | 1,025.20 | $ | 3.83 | 0.75 | % | |||
Class R1 | $ | 1,000.00 | $ | 1,020.70 | $ | 7.64 | 1.50 | % | |||
Class R2 | $ | 1,000.00 | $ | 1,022.50 | $ | 6.37 | 1.25 | % | |||
Hypothetical (assuming a | |||||||||||
5% return before expense) | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,020.16 | $ | 5.09 | 1.00 | % | |||
Class C | $ | 1,000.00 | $ | 1,016.38 | $ | 8.89 | 1.75 | % | |||
Class I | $ | 1,000.00 | $ | 1,021.42 | $ | 3.82 | 0.75 | % | |||
Class R1 | $ | 1,000.00 | $ | 1,017.64 | $ | 7.63 | 1.50 | % | |||
Class R2 | $ | 1,000.00 | $ | 1,018.90 | $ | 6.36 | 1.25 | % | |||
Cullen Small Cap Value Fund | |||||||||||
Actual | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,046.20 | $ | 6.45 | 1.25 | % | |||
Class C | $ | 1,000.00 | $ | 1,042.30 | $ | 10.30 | 2.00 | % | |||
Class I | $ | 1,000.00 | $ | 1,046.50 | $ | 5.16 | 1.00 | % | |||
Hypothetical (assuming a | |||||||||||
5% return before expense) | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,018.90 | $ | 6.36 | 1.25 | % | |||
Class C | $ | 1,000.00 | $ | 1,015.12 | $ | 10.16 | 2.00 | % | |||
Class I | $ | 1,000.00 | $ | 1,020.16 | $ | 5.09 | 1.00 | % |
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CULLEN FUNDS TRUST
EXPENSE EXAMPLE (Unaudited) – Continued
December 31, 2012
Beginning Account Value 7/1/12 | Ending Account Value 12/31/12 | Expenses Paid During Period(1) | Annualized Net Expense Ratio | ||||||||
Cullen Value Fund(2) | |||||||||||
Actual | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,002.00 | $ | 3.35 | 1.00 | % | |||
Class C | $ | 1,000.00 | $ | 999.00 | $ | 5.85 | 1.75 | % | |||
Class I | $ | 1,000.00 | $ | 1,002.60 | $ | 2.51 | 0.75 | % | |||
Hypothetical (assuming a | |||||||||||
5% return before expense) | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,013.37 | $ | 3.36 | 1.00 | % | |||
Class C | $ | 1,000.00 | $ | 1,010.86 | $ | 5.88 | 1.75 | % | |||
Class I | $ | 1,000.00 | $ | 1,014.21 | $ | 2.52 | 0.75 | % | |||
Cullen Emerging Markets | |||||||||||
High Dividend Fund(2) | |||||||||||
Actual | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,084.20 | $ | 4.35 | 1.25 | % | |||
Class C | $ | 1,000.00 | $ | 1,081.20 | $ | 6.96 | 2.00 | % | |||
Class I | $ | 1,000.00 | $ | 1,085.90 | $ | 3.49 | 1.00 | % | |||
Hypothetical (assuming a | |||||||||||
5% return before expense) | |||||||||||
Retail Class | $ | 1,000.00 | $ | 1,012.53 | $ | 4.20 | 1.25 | % | |||
Class C | $ | 1,000.00 | $ | 1,010.03 | $ | 6.72 | 2.00 | % | |||
Class I | $ | 1,000.00 | $ | 1,013.37 | $ | 3.36 | 1.00 | % |
(1) | Expenses are equal to the Funds’ annualized net expense ratios, multiplied by the average account value over the period, multiplied by 184/365 to reflect the most recent one-half year period (except for Cullen Value Fund and Cullen Emerging Markets High Dividend Fund actual return information which reflect the 122 day period, from commencement of investment operations through December 31, 2012). |
(2) | Commenced operation on September 1, 2012. |
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CULLEN INTERNATIONAL HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS
December 31, 2012 (Unaudited)
Shares | Value | |||
COMMON STOCKS—93.8% | ||||
Australia—5.8% | ||||
BHP Billiton Ltd. | 118,500 | $ | 4,565,407 | |
Sonic Healthcare Ltd. | 385,000 | 5,329,398 | ||
Treasury Wine Estates Ltd. | 341,700 | 1,664,198 | ||
11,559,003 | ||||
Bermuda—1.5% | ||||
North Atlantic Drilling Ltd. | 282,000 | 2,942,918 | ||
Brazil—1.2% | ||||
Cia Energetica de Minas Gerais – ADR | 91,000 | 988,260 | ||
Cia Siderurgica Nacional SA – ADR | 245,100 | 1,446,090 | ||
2,434,350 | ||||
Canada—3.8% | ||||
Canadian Oil Sands Ltd. | 145,500 | 2,959,470 | ||
Primaris Retail Real Estate Investment Trust | 114,550 | 3,093,766 | ||
RioCan Real Estate Investment Trust | 52,800 | 1,460,976 | ||
7,514,212 | ||||
China—2.8% | ||||
PetroChina Co., Ltd. – ADR | 39,000 | 5,607,420 | ||
France—7.1% | ||||
GDF Suez | 155,400 | 3,194,766 | ||
Sanofi | 65,950 | 6,214,587 | ||
Total SA – ADR | 93,500 | 4,862,935 | ||
14,272,288 | ||||
Germany—9.7% | ||||
Bayer AG | 48,350 | 4,588,017 | ||
Deutsche Post AG | 224,700 | 4,923,469 | ||
Muenchener Rueckversicherungs AG | 29,700 | 5,331,573 | ||
Siemens AG | 42,800 | 4,643,823 | ||
19,486,882 |
The accompanying notes are an integral part of these financial statements.
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CULLEN INTERNATIONAL HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | |||
Hong Kong—4.0% | ||||
BOC Hong Kong Holdings Ltd. | 1,521,500 | $ | 4,730,855 | |
Stella International Holdings Ltd. | 1,175,500 | 3,184,877 | ||
7,915,732 | ||||
Indonesia—2.1% | ||||
Telekomunikasi Indonesia Persero Tbk PT | 4,550,000 | 4,272,633 | ||
Israel—1.7% | ||||
Israel Chemicals Ltd. | 279,000 | 3,334,331 | ||
Mexico—2.7% | ||||
Industrias Penoles SAB de CV | 108,200 | 5,457,670 | ||
Netherlands—2.8% | ||||
Unilever NV | 148,000 | 5,668,400 | ||
Norway—1.6% | ||||
Statoil ASA | 127,950 | 3,200,045 | ||
Singapore—5.7% | ||||
Fraser and Neave Ltd. | 287,000 | 2,278,990 | ||
Singapore Telecommunications Ltd. | 1,625,000 | 4,389,914 | ||
United Overseas Bank Ltd. | 291,500 | 4,727,285 | ||
11,396,189 | ||||
South Africa—2.2% | ||||
MTN Group Ltd. | 206,000 | 4,315,612 | ||
South Korea—2.0% | ||||
KT&G Corp. | 53,545 | 4,041,226 | ||
Switzerland—13.3% | ||||
ABB Ltd. – ADR (a) | 237,000 | 4,927,230 | ||
Nestle SA | 81,100 | 5,284,601 | ||
Novartis AG – ADR | 92,300 | 5,842,590 | ||
Roche Holding AG | 26,700 | 5,371,235 | ||
Zurich Insurance Group AG (a) | 19,750 | 5,255,726 | ||
26,681,382 | ||||
Taiwan—2.7% | ||||
Taiwan Semiconductor Manufacturing Co., Ltd. | 1,602,229 | 5,351,982 |
The accompanying notes are an integral part of these financial statements.
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CULLEN INTERNATIONAL HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | ||||
United Kingdom—21.1% | |||||
AstraZeneca PLC – ADR | 54,150 | $ | 2,559,671 | ||
BAE Systems PLC | 838,000 | 4,586,205 | |||
British American Tobacco PLC – ADR | 54,600 | 5,528,250 | |||
Diageo PLC – ADR | 12,750 | 1,486,395 | |||
HSBC Holdings PLC | 701,483 | 7,357,975 | |||
HSBC Holdings PLC – ADR | 9,650 | 512,126 | |||
Reckitt Benckiser Group PLC | 86,400 | 5,444,299 | |||
Royal Dutch Shell PLC, Class B | 103,200 | 3,646,258 | |||
Smiths Group PLC | 273,150 | 5,284,713 | |||
Tesco PLC | 6,550 | 35,751 | |||
Vodafone Group PLC – ADR | 235,000 | 5,919,650 | |||
42,361,293 | |||||
Total Common Stocks | |||||
(Cost $164,112,100) | 187,813,568 | ||||
SHORT-TERM INVESTMENTS—8.6% | |||||
Money Market Fund—8.6% | |||||
Dreyfus Cash Management Fund | |||||
(Cost $17,322,684) | 17,322,684 | 17,322,684 | |||
TOTAL INVESTMENTS—102.4% | |||||
(Cost $181,434,784) | 205,136,252 | ||||
Liabilities in Excess of Other Assets—(2.4%) | (4,879,857 | ) | |||
TOTAL NET ASSETS—100.0% | $ | 200,256,395 |
Percentages are stated as a percent of net assets.
All securities are foreign-issued securities.
ADR – | American Depository Receipt. ADRs are depository receipts for foreign securities denominated in U.S. dollars and traded on U.S. exchanges. |
(a) Non-income producing security
The accompanying notes are an integral part of these financial statements.
10 |
CULLEN INTERNATIONAL HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
The Trust follows the authoritative guidance for fair value measurements. The guidance establishes a framework for measuring fair value and a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The guidance establishes three tiers of inputs that may be used to measure fair value. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.
Level 1 – quoted prices in active markets for identical securities
Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)
The Trust’s policy is to disclose transfers between Levels based on valuations at the beginning of the reporting period. The portfolio may hold securities which are periodically fair valued in accordance with the Fund’s fair value procedures. This may result in movements between Levels 1, 2 and 3 throughout the period. As of December 31, 2012, there were no transfers between Levels 1, 2 and 3 assets and liabilities, based on levels assigned to securities on June 30, 2012. Pursuant to the Fund’s fair value procedures noted previously, equity securities (including exchange traded securities and open-end regulated investment companies) exchange traded derivatives (i.e. futures contracts and options) are generally categorized as Level 1 securities in the fair value hierarchy. Fixed income securities, non-exchange traded derivatives and money market instruments are generally categorized as Level 2 securities in the fair value hierarchy. Investments for which there are no such quotations, or for which quotations do not appear reliable, are valued at fair value as determined in accordance with procedures established by and under the general supervision of the Trustees. These valuations are typically categorized as Level 2 or Level 3 securities in the fair value hierarchy.
The following is a summary of the inputs used as of December 31, 2012 in valuing the Fund’s assets carried at fair value:
Level 1 | Level 2 | Level 3 | Total | ||||||||
Investments in Securities | |||||||||||
Common Stocks | $ | 187,813,568 | $ | — | $ | — | $ | 187,813,568 | |||
Money Market Fund | 17,322,684 | — | — | 17,322,684 | |||||||
Total | $ | 205,136,252 | $ | — | $ | — | $ | 205,136,252 |
The accompanying notes are an integral part of these financial statements.
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CULLEN FUNDS TRUST
CULLEN INTERNATIONAL HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
At December 31, 2012, Sector diversification of the Fund was as follows:
% of Net Assets | Value | |||||
Foreign Common Stocks | ||||||
Basic Materials | 9.7 | % | $ | 19,391,515 | ||
Communications | 9.4 | 18,897,809 | ||||
Consumer, Cyclical | 1.6 | 3,184,876 | ||||
Consumer, Non-cyclical | 27.2 | 54,470,600 | ||||
Energy | 11.6 | 23,219,046 | ||||
Financial | 17.3 | 34,749,274 | ||||
Industrial | 12.2 | 24,365,440 | ||||
Technology | 2.7 | 5,351,982 | ||||
Utilities | 2.1 | 4,183,026 | ||||
Total Foreign Common Stocks | 93.8 | 187,813,568 | ||||
Short-Term Investments | 8.6 | 17,322,684 | ||||
TOTAL INVESTMENTS | 102.4 | 205,136,252 | ||||
Liabilities in Excess of Other Assets | (2.4 | ) | (4,879,857 | ) | ||
TOTAL NET ASSETS | 100.0 | % | $ | 200,256,395 |
The accompanying notes are an integral part of these financial statements.
12 |
CULLEN FUNDS TRUST
CULLEN INTERNATIONAL HIGH DIVIDEND FUND (Unaudited)
Top 10 Countries – As of December 31, 2012
Percentages are based upon net assets.
The accompanying notes are an integral part of these financial statements.
13 |
CULLEN FUNDS TRUST
CULLEN HIGH DIVIDEND EQUITY FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | |||
COMMON STOCKS—90.8% | ||||
Aerospace & Defense—5.5% | ||||
Boeing Co. | 597,700 | $ | 45,042,672 | |
Raytheon Co. | 1,321,000 | 76,036,760 | ||
121,079,432 | ||||
Banks—5.6% | ||||
HSBC Holdings PLC – ADR (a) | 1,291,380 | 68,533,537 | ||
JPMorgan Chase & Co. | 1,261,630 | 55,473,871 | ||
124,007,408 | ||||
Beverages—2.4% | ||||
Diageo PLC – ADR (a) | 445,000 | 51,878,100 | ||
Chemicals—1.7% | ||||
EI du Pont de Nemours & Co. | 832,600 | 37,442,022 | ||
Communications Equipment—3.0% | ||||
Cisco Systems, Inc. | 3,353,520 | 65,896,668 | ||
Distributors—1.7% | ||||
Genuine Parts Co. | 598,890 | 38,077,426 | ||
Diversified Telecommunications Services—5.2% | ||||
AT&T, Inc. | 1,953,100 | 65,839,001 | ||
Verizon Communications, Inc. | 1,119,300 | 48,432,111 | ||
114,271,112 | ||||
Electric—4.1% | ||||
Dominion Resources, Inc. | 697,600 | 36,135,680 | ||
NextEra Energy, Inc. | 775,940 | 53,687,289 | ||
89,822,969 | ||||
Food Products—5.3% | ||||
HJ Heinz Co. | 939,730 | 54,203,626 | ||
Kraft Foods Group, Inc. | 597,773 | 27,180,738 | ||
Mondelez International, Inc., Class A | 1,367,380 | 34,827,169 | ||
116,211,533 | ||||
Household Products—5.4% | ||||
Kimberly-Clark Corp. | 764,080 | 64,511,274 | ||
Unilever NV (a) | 1,395,440 | 53,445,352 | ||
117,956,626 |
The accompanying notes are an integral part of these financial statements.
14 |
CULLEN FUNDS TRUST
CULLEN HIGH DIVIDEND EQUITY FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | |||
Industrial Conglomerates—6.0% | ||||
3M Co. | 709,600 | $ | 65,886,360 | |
General Electric Co. | 3,111,500 | 65,310,385 | ||
131,196,745 | ||||
Insurance—3.0% | ||||
Travelers Companies, Inc. | 925,230 | 66,450,019 | ||
Oil & Gas—11.2% | ||||
Chevron Corp. | 647,200 | 69,988,208 | ||
ConocoPhillips | 1,362,000 | 78,982,380 | ||
PetroChina Co., Ltd. – ADR (a) | 271,700 | 39,065,026 | ||
Royal Dutch Shell PLC, Class B – ADR (a) | 831,800 | 58,966,302 | ||
247,001,916 | ||||
Pharmaceuticals—12.5% | ||||
AstraZeneca PLC – ADR (a) | 1,240,550 | 58,640,799 | ||
Eli Lilly & Co. | 1,619,300 | 79,863,876 | ||
Johnson & Johnson | 950,430 | 66,625,143 | ||
Merck & Co., Inc. | 1,731,110 | 70,871,643 | ||
276,001,461 | ||||
Real Estate Investment Trusts (REITs)—5.0% | ||||
HCP, Inc. | 1,175,880 | 53,126,258 | ||
Health Care REIT, Inc. | 946,870 | 58,033,662 | ||
111,159,920 | ||||
Semiconductors—2.5% | ||||
Intel Corp. | 2,668,000 | 55,040,840 | ||
Software—2.6% | ||||
Microsoft Corp. | 2,109,450 | 56,385,599 | ||
Tobacco—5.5% | ||||
Altria Group, Inc. | 2,218,950 | 69,719,409 | ||
Philip Morris International, Inc. | 609,500 | 50,978,580 | ||
120,697,989 | ||||
Wireless Telecommunication Services—2.6% | ||||
Vodafone Group PLC – ADR (a) | 2,273,510 | 57,269,717 |
The accompanying notes are an integral part of these financial statements.
15 |
CULLEN FUNDS TRUST
CULLEN HIGH DIVIDEND EQUITY FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | ||||
Total Common Stocks | |||||
(Cost $1,702,284,959) | $ | 1,997,847,502 | |||
SHORT-TERM INVESTMENTS—10.4% | |||||
Money Market Fund—10.4% | |||||
Dreyfus Cash Management Fund | |||||
(Cost $229,823,577) | 229,823,577 | 229,823,577 | |||
TOTAL INVESTMENTS—101.2% | |||||
(Cost $1,932,108,536) | 2,227,671,079 | ||||
Liabilities in Excess of Other Assets—(1.2%) | (25,793,701 | ) | |||
TOTAL NET ASSETS—100.0% | $ | 2,201,877,378 |
Percentages are stated as a percent of net assets.
ADR – | American Depository Receipt. ADRs are depository receipts for foreign securities denominated in U.S. dollars and traded on U.S. exchanges. |
(a) Foreign Issued Security
The accompanying notes are an integral part of these financial statements.
16 |
CULLEN FUNDS TRUST
CULLEN HIGH DIVIDEND EQUITY FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
The Trust follows the authoritative guidance for fair value measurements. The guidance establishes a framework for measuring fair value and a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The guidance establishes three tiers of inputs that may be used to measure fair value. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.
Level 1 – quoted prices in active markets for identical securities
Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)
The Trust’s policy is to disclose transfers between Levels based on valuations at the beginning of the reporting period. The portfolio may hold securities which are periodically fair valued in accordance with the Fund’s fair value procedures. This may result in movements between Levels 1, 2 and 3 throughout the period. As of December 31, 2012, there were no transfers between Levels 1, 2 and 3 assets and liabilities, based on levels assigned to securities on June 30, 2012. Pursuant to the Fund’s fair value procedures noted previously, equity securities (including exchange traded securities and open-end regulated investment companies) exchange traded derivatives (i.e. futures contracts and options) are generally categorized as Level 1 securities in the fair value hierarchy. Fixed income securities, non-exchange traded derivatives and money market instruments are generally categorized as Level 2 securities in the fair value hierarchy. Investments for which there are no such quotations, or for which quotations do not appear reliable, are valued at fair value as determined in accordance with procedures established by and under the general supervision of the Trustees. These valuations are typically categorized as Level 2 or Level 3 securities in the fair value hierarchy.
The following is a summary of the inputs used as of December 31, 2012 in valuing the Fund’s assets carried at fair value:
Level 1 | Level 2 | Level 3 | Total | ||||||||
Investments in Securities | |||||||||||
Common Stocks | $ | 1,997,847,502 | $ | — | $ | — | $ | 1,997,847,502 | |||
Money Market Fund | 229,823,577 | — | — | 229,823,577 | |||||||
Total | $ | 2,227,671,079 | $ | — | $ | — | $ | 2,227,671,079 |
The accompanying notes are an integral part of these financial statements.
17 |
CULLEN FUNDS TRUST
CULLEN HIGH DIVIDEND EQUITY FUND (Unaudited)
Top 10 Industries – As of December 31, 2012
Percentages are based upon net assets.
The accompanying notes are an integral part of these financial statements.
18 |
CULLEN FUNDS TRUST
CULLEN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS
December 31, 2012 (Unaudited)
Shares | Value | |||
COMMON STOCKS—91.4% | ||||
Aerospace & Defense—2.2% | ||||
Spirit Aerosystems Holdings, Inc., Class A (a) | 10,700 | $ | 181,579 | |
Airlines—4.5% | ||||
Copa Holdings SA, Class A (b) | 3,650 | 362,992 | ||
Auto Parts & Equipment—4.4% | ||||
BorgWarner, Inc. (a) | 2,450 | 175,469 | ||
WABCO Holdings, Inc. (a) | 2,800 | 182,532 | ||
358,001 | ||||
Banks—5.8% | ||||
Bank of The Ozarks, Inc. | 8,250 | 276,128 | ||
CVB Financial Corp. | 18,250 | 189,800 | ||
465,928 | ||||
Biotechnology—3.0% | ||||
Charles River Laboratories International, Inc. (a) | 6,400 | 239,808 | ||
Commercial Services—3.6% | ||||
Lender Processing Services, Inc. | 12,000 | 295,440 | ||
Electrical Components & Equipment—3.1% | ||||
Hubbell, Inc., Class B | 3,000 | 253,890 | ||
Electronics—7.5% | ||||
Avnet, Inc. (a) | 10,450 | 319,875 | ||
Itron, Inc. (a) | 6,450 | 287,348 | ||
607,223 | ||||
Engineering & Construction—4.6% | ||||
KBR, Inc. | 12,450 | 372,504 | ||
Hand/Machine Tools—3.5% | ||||
Lincoln Electric Holdings, Inc. | 5,850 | 284,778 | ||
Healthcare Products—4.0% | ||||
Alere, Inc. (a) | 17,450 | 322,825 | ||
Healthcare Services—3.8% | ||||
Community Health Systems, Inc. | 10,050 | 308,937 |
The accompanying notes are an integral part of these financial statements.
19 |
CULLEN FUNDS TRUST
CULLEN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | |||
Insurance—3.0% | ||||
WR Berkley Corp. | 6,500 | $ | 245,310 | |
Machinery–Diversified—3.5% | ||||
Babcock & Wilcox Co. | 10,750 | 281,649 | ||
Metal Fabricate/Hardware—3.4% | ||||
RTI International Metals, Inc. (a) | 9,850 | 271,466 | ||
Mining—4.0% | ||||
HudBay Minerals, Inc. (b) | 31,900 | 321,233 | ||
Miscellaneous Manufacturing—4.2% | ||||
ITT Corp. | 14,650 | 343,689 | ||
Oil & Gas—3.3% | ||||
Cimarex Energy Co. | 4,550 | 262,672 | ||
Pharmaceuticals—3.9% | ||||
Omnicare, Inc. | 8,850 | 319,484 | ||
Restaurants—3.1% | ||||
Cracker Barrel Old Country Store, Inc. | 3,900 | 250,614 | ||
Retail—3.6% | ||||
Ascena Retail Group, Inc. (a) | 15,900 | 293,991 | ||
Savings & Loans—3.0% | ||||
ViewPoint Financial Group, Inc. | 11,700 | 244,998 | ||
Telecommunications—3.2% | ||||
NII Holdings, Inc. (a) | 36,050 | 257,037 | ||
Transportation—3.2% | ||||
Tidewater, Inc. | 5,850 | 261,378 | ||
Total Common Stocks | ||||
(Cost $6,436,904) | 7,407,426 |
The accompanying notes are an integral part of these financial statements.
20 |
CULLEN FUNDS TRUST
CULLEN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | ||||
SHORT-TERM INVESTMENTS—10.4% | |||||
Money Market Fund—10.4% | |||||
Dreyfus Cash Management Fund | |||||
(Cost $842,527) | 842,527 | $ | 842,527 | ||
TOTAL INVESTMENTS—101.8% | |||||
(Cost $7,279,431) | 8,249,953 | ||||
Liabilities in Excess of Other Assets—(1.8%) | (147,834 | ) | |||
TOTAL NET ASSETS—100.0% | $ | 8,102,119 |
Percentages are stated as a percent of net assets.
(a) Non-income producing security
(b) Foreign Issued Security
The accompanying notes are an integral part of these financial statements.
21 |
CULLEN FUNDS TRUST
CULLEN SMALL CAP VALUE FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
The Trust follows the authoritative guidance for fair value measurements. The guidance establishes a framework for measuring fair value and a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The guidance establishes three tiers of inputs that may be used to measure fair value. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.
Level 1 – quoted prices in active markets for identical securities
Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)
The Trust’s policy is to disclose transfers between Levels based on valuations at the beginning of the reporting period. The portfolio may hold securities which are periodically fair valued in accordance with the Fund’s fair value procedures. This may result in movements between Levels 1, 2 and 3 throughout the period. As of December 31, 2012 there were no transfers between Levels 1, 2 and 3 assets and liabilities, based on levels assigned to securities on June 30, 2012. Pursuant to the Fund’s fair value procedures noted previously, equity securities (including exchange traded securities and open-end regulated investment companies) exchange traded derivatives (i.e. futures contracts and options) are generally categorized as Level 1 securities in the fair value hierarchy. Fixed income securities, non-exchange traded derivatives and money market instruments are generally categorized as Level 2 securities in the fair value hierarchy. Investments for which there are no such quotations, or for which quotations do not appear reliable, are valued at fair value as determined in accordance with procedures established by and under the general supervision of the Trustees. These valuations are typically categorized as Level 2 or Level 3 securities in the fair value hierarchy.
The following is a summary of the inputs used as of December 31, 2012 in valuing the Fund’s assets carried at fair value:
Level 1 | Level 2 | Level 3 | Total | ||||||||
Investments in Securities | |||||||||||
Common Stocks | $ | 7,407,426 | $ | — | $ | — | $ | 7,407,426 | |||
Money Market Fund | 842,527 | — | — | 842,527 | |||||||
Total | $ | 8,249,953 | $ | — | $ | — | $ | 8,249,953 |
The accompanying notes are an integral part of these financial statements.
22 |
CULLEN FUNDS TRUST
CULLEN SMALL CAP VALUE FUND (Unaudited)
Top 10 Industries – As of December 31, 2012
Percentages are based upon net assets.
The accompanying notes are an integral part of these financial statements.
23 |
CULLEN FUNDS TRUST
CULLEN VALUE FUND
SCHEDULE OF INVESTMENTS
December 31, 2012 (Unaudited)
Shares | Value | |||
COMMON STOCKS—90.5% | ||||
Aerospace & Defense—6.0% | ||||
Boeing Co. | 8,750 | $ | 659,399 | |
Raytheon Co. | 11,500 | 661,940 | ||
1,321,339 | ||||
Auto Parts & Equipment—3.2% | ||||
BorgWarner, Inc. (a) | 4,750 | 340,195 | ||
Johnson Controls, Inc. | 11,820 | 362,874 | ||
703,069 | ||||
Banks—11.0% | ||||
BB&T Corp. | 20,850 | 606,944 | ||
Citigroup, Inc. | 10,600 | 419,336 | ||
JPMorgan Chase & Co. | 16,650 | 732,100 | ||
Wells Fargo & Co. | 19,200 | 656,255 | ||
2,414,635 | ||||
Chemicals—1.9% | ||||
Mosaic Co. | 7,350 | 416,231 | ||
Communications Equipment—2.9% | ||||
Cisco Systems, Inc. | 32,600 | 640,590 | ||
Diversified Telecommunications Services—2.8% | ||||
AT&T, Inc. | 18,150 | 611,837 | ||
Electronics—3.2% | ||||
Thermo Fisher Scientific, Inc. | 10,900 | 695,201 | ||
Engineering & Construction—2.0% | ||||
KBR, Inc. | 14,730 | 440,722 | ||
Healthcare Products—6.1% | ||||
Covidien PLC | 11,820 | 682,487 | ||
Medtronic, Inc. | 16,150 | 662,473 | ||
1,344,960 | ||||
Healthcare Services—3.6% | ||||
Aetna, Inc. | 17,130 | 793,119 |
The accompanying notes are an integral part of these financial statements.
24 |
CULLEN FUNDS TRUST
CULLEN VALUE FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | |||
Household Products—1.0% | ||||
Unilever NV (b) | 5,750 | $ | 220,225 | |
Industrial Conglomerates—5.3% | ||||
3M Co. | 5,670 | 526,460 | ||
ABB Ltd. – ADR (a)(b) | 30,350 | 630,977 | ||
1,157,437 | ||||
Insurance—5.7% | ||||
Allstate Corp. | 8,600 | 345,462 | ||
Chubb Corp. | 6,150 | 463,218 | ||
MetLife, Inc. | 13,480 | 444,031 | ||
1,252,711 | ||||
Media—2.8% | ||||
Walt Disney Co. | 12,500 | 622,375 | ||
Mining—1.8% | ||||
Newmont Mining Corp. | 8,500 | 394,740 | ||
Oil & Gas—11.5% | ||||
ConocoPhillips | 11,220 | 650,648 | ||
Devon Energy Corp. | 10,750 | 559,430 | ||
Royal Dutch Shell PLC, Class B – ADR (b) | 9,150 | 648,644 | ||
Suncor Energy, Inc. (b) | 20,150 | 664,546 | ||
2,523,268 | ||||
Oil & Gas Services—3.3% | ||||
Halliburton Co. | 20,650 | 716,349 | ||
Pharmaceuticals—7.9% | ||||
Johnson & Johnson | 3,100 | 217,310 | ||
Merck & Co., Inc. | 15,150 | 620,241 | ||
Novartis AG – ADR (b) | 13,950 | 883,035 | ||
1,720,586 | ||||
Software—5.7% | ||||
Microsoft Corp. | 21,100 | 564,003 | ||
Oracle Corp. | 20,200 | 673,064 | ||
1,237,067 |
The accompanying notes are an integral part of these financial statements.
25 |
CULLEN FUNDS TRUST
CULLEN VALUE FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | |||
Transportation—2.8% | ||||
CSX Corp. | 30,450 | $ | 600,779 | |
Total Common Stocks | ||||
(Cost $19,746,822) | 19,827,240 | |||
SHORT-TERM INVESTMENTS—9.3% | ||||
Money Market Fund—9.3% | ||||
Dreyfus Cash Management Fund | ||||
(Cost $2,048,358) | 2,048,358 | 2,048,358 | ||
TOTAL INVESTMENTS—99.8% | ||||
(Cost $21,795,180) | 21,875,598 | |||
Other Assets in Excess of Liabilities—0.2% | 40,959 | |||
TOTAL NET ASSETS—100.0% | $ | 21,916,557 |
Percentages are stated as a percent of net assets.
ADR – | American Depository Receipt. ADRs are depository receipts for foreign securities denominated in U.S. dollars and traded on U.S. exchanges. |
(a) Non-income producing security
(b) Foreign Issued Security
The accompanying notes are an integral part of these financial statements.
26 |
CULLEN FUNDS TRUST
CULLEN VALUE FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
The Trust follows the authoritative guidance for fair value measurements. The guidance establishes a framework for measuring fair value and a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The guidance establishes three tiers of inputs that may be used to measure fair value. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.
Level 1 – quoted prices in active markets for identical securities
Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)
The Trust’s policy is to disclose transfers between Levels based on valuations at the beginning of the reporting period. The portfolio may hold securities which are periodically fair valued in accordance with the Fund’s fair value procedures. This may result in movements between Levels 1, 2 and 3 throughout the period. As of December 31, 2012, there were no transfers between Levels 1, 2 and 3 assets and liabilities. Pursuant to the Fund’s fair value procedures noted previously, equity securities (including exchange traded securities and open-end regulated investment companies) exchange traded derivatives (i.e. futures contracts and options) are generally categorized as Level 1 securities in the fair value hierarchy. Fixed income securities, non-exchange traded derivatives and money market instruments are generally categorized as Level 2 securities in the fair value hierarchy. Investments for which there are no such quotations, or for which quotations do not appear reliable, are valued at fair value as determined in accordance with procedures established by and under the general supervision of the Trustees. These valuations are typically categorized as Level 2 or Level 3 securities in the fair value hierarchy.
The following is a summary of the inputs used as of December 31, 2012 in valuing the Fund’s assets carried at fair value:
Level 1 | Level 2 | Level 3 | Total | ||||||||
Investments in Securities | |||||||||||
Common Stocks | $ | 19,827,240 | $ | — | $ | — | $ | 19,827,240 | |||
Money Market Fund | 2,048,358 | — | — | 2,048,358 | |||||||
Total | $ | 21,875,598 | $ | — | $ | — | $ | 21,875,598 |
The accompanying notes are an integral part of these financial statements.
27 |
CULLEN FUNDS TRUST
CULLEN VALUE FUND (Unaudited)
Top 10 Industries – As of December 31, 2012
Percentages are based upon net assets.
The accompanying notes are an integral part of these financial statements.
28 |
CULLEN FUNDS TRUST
CULLEN EMERGING MARKETS HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS
December 31, 2012 (Unaudited)
Shares | Value | |||
COMMON STOCKS—94.3% | ||||
Brazil—7.2% | ||||
Cia de Bebidas das Americas – ADR | 1,820 | $ | 76,421 | |
Cia de Saneamento Basico do Estado de Sao Paulo – ADR | 455 | 38,024 | ||
Cia Energetica de Minas Gerais – ADR | 2,900 | 31,494 | ||
Cia Siderurgica Nacional SA – ADR | 10,000 | 59,000 | ||
Cielo SA – ADR | 1,450 | 41,833 | ||
246,772 | ||||
Canada—1.5% | ||||
Pacific Rubiales Energy Corp. | 2,250 | 52,313 | ||
China—5.0% | ||||
China Shenhua Energy Co., Ltd., Class H | 2,000 | 8,760 | ||
Great Wall Motor Co., Ltd., Class H | 21,000 | 66,245 | ||
Industrial & Commercial Bank of China Ltd., Class H | 18,000 | 12,773 | ||
PetroChina Co., Ltd. – ADR | 130 | 18,691 | ||
PetroChina Co., Ltd., Class H | 45,000 | 63,748 | ||
170,217 | ||||
Colombia—1.0% | ||||
Ecopetrol SA – ADR | 540 | 32,222 | ||
Hong Kong—10.2% | ||||
AIA Group Ltd. | 19,000 | 74,153 | ||
BOC Hong Kong Holdings Ltd. | 15,000 | 46,640 | ||
China Mobile Ltd. – ADR | 1,320 | 77,509 | ||
CNOOC Ltd. | 6,000 | 12,990 | ||
CNOOC Ltd. – ADR | 60 | 13,200 | ||
Stella International Holdings Ltd. | 20,000 | 54,188 | ||
Television Broadcasts Ltd. | 9,500 | 70,966 | ||
349,646 | ||||
Indonesia—6.9% | ||||
Indo Tambangraya Megah Tbk PT | 5,000 | 21,556 | ||
Lippo Karawaci Tbk PT | 670,000 | 69,520 | ||
Ramayana Lestari Sentosa Tbk PT | 680,000 | 86,081 | ||
Telekomunikasi Indonesia Persero Tbk PT | 64,000 | 60,099 | ||
237,256 |
The accompanying notes are an integral part of these financial statements.
29 |
CULLEN FUNDS TRUST
CULLEN EMERGING MARKETS HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | |||
Israel—1.7% | ||||
Israel Chemicals Ltd. | 2,000 | $ | 23,902 | |
Israel Chemicals Ltd. – ADR | 2,800 | 33,992 | ||
57,894 | ||||
Kenya—1.6% | ||||
Safaricom Ltd. | 912,500 | 53,583 | ||
Luxembourg—1.9% | ||||
Tenaris SA – ADR | 1,540 | 64,557 | ||
Malaysia—2.7% | ||||
Axiata Group Bhd | 23,000 | 49,565 | ||
Berjaya Sports Toto Bhd | 30,000 | 43,656 | ||
93,221 | ||||
Mexico—5.5% | ||||
Grupo Financiero Santander Mexico | ||||
SAB de CV – ADR (a) | 5,880 | 95,138 | ||
Industrias Penoles SAB de CV | 1,850 | 93,315 | ||
188,453 | ||||
Nigeria—1.4% | ||||
Zenith Bank PLC | 395,000 | 49,302 | ||
Panama—2.5% | ||||
Copa Holdings SA, Class A | 870 | 86,522 | ||
Philippines—4.5% | ||||
Alliance Global Group, Inc. | 195,000 | 79,591 | ||
Philippine Long Distance Telephone Co. | 1,000 | 61,613 | ||
Philippine Long Distance Telephone Co. – ADR | 205 | 12,569 | ||
153,773 | ||||
Russia—3.7% | ||||
Gazprom OAO – ADR | 2,350 | 22,866 | ||
Lukoil OAO – ADR | 1,560 | 105,300 | ||
128,166 | ||||
Singapore—1.2% | ||||
Ascendas India Trust | 69,000 | 42,364 |
The accompanying notes are an integral part of these financial statements.
30 |
CULLEN FUNDS TRUST
CULLEN EMERGING MARKETS HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | |||
South Africa—4.7% | ||||
Bidvest Group Ltd. | 1,700 | $ | 43,212 | |
MTN Group Ltd. | 3,700 | 77,514 | ||
Reunert Ltd. | 1,000 | 8,888 | ||
Sasol Ltd. – ADR | 740 | 32,035 | ||
161,649 | ||||
South Korea—4.6% | ||||
Hyundai Motor Co. | 440 | 89,802 | ||
KT&G Corp. | 900 | 67,926 | ||
157,728 | ||||
Taiwan—11.1% | ||||
Advanced Semiconductor Engineering, Inc. – ADR | 22,240 | 95,186 | ||
Chunghwa Telecom Co., Ltd. – ADR | 780 | 25,225 | ||
Kinsus Interconnect Technology Corp. | 20,000 | 62,743 | ||
Pacific Hospital Supply Co., Ltd. | 24,000 | 68,432 | ||
Siliconware Precision Industries Co. – ADR | 6,800 | 36,312 | ||
Taiwan Semiconductor Manufacturing Co., Ltd. – ADR | 5,360 | 91,978 | ||
379,876 | ||||
Thailand—5.8% | ||||
CS Loxinfo PCL | 159,200 | 51,002 | ||
Major Cineplex Group PCL | 176,000 | 109,317 | ||
Tesco Lotus Retail Growth Freehold & | ||||
Leasehold Property Fund | 79,890 | 39,697 | ||
200,016 | ||||
Turkey—4.6% | ||||
Pinar SUT Mamulleri Sanayii AS | 10,000 | 90,249 | ||
Turkcell Iletisim Hizmetleri AS – ADR (a) | 4,190 | 67,627 | ||
157,876 | ||||
United Kingdom—4.6% | ||||
SABMiller PLC | 1,680 | 77,097 | ||
Standard Chartered PLC | 3,150 | 79,656 | ||
156,753 |
The accompanying notes are an integral part of these financial statements.
31 |
CULLEN FUNDS TRUST
CULLEN EMERGING MARKETS HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
Shares | Value | ||||
United States—0.4% | |||||
Southern Copper Corp. | 345 | $ | 13,062 | ||
Total Common Stocks | |||||
(Cost $3,072,336) | 3,233,221 | ||||
SHORT-TERM INVESTMENTS—8.5% | |||||
Money Market Fund—8.5% | |||||
Dreyfus Cash Management Fund | |||||
(Cost $292,063) | 292,063 | 292,063 | |||
TOTAL INVESTMENTS—102.8% | |||||
(Cost $3,364,399) | 3,525,284 | ||||
Liabilities in Excess of Other Assets—(2.8%) | (97,088 | ) | |||
TOTAL NET ASSETS—100.0% | $ | 3,428,196 |
Percentages are stated as a percent of net assets.
All securities are foreign-issued securities.
ADR – | American Depository Receipt. ADRs are depository receipts for foreign securities denominated in U.S. dollars and traded on U.S. exchanges. |
(a) Non-income producing security
The accompanying notes are an integral part of these financial statements.
32 |
CULLEN FUNDS TRUST
CULLEN EMERGING MARKETS HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
The Trust follows the authoritative guidance for fair value measurements. The guidance establishes a framework for measuring fair value and a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The guidance establishes three tiers of inputs that may be used to measure fair value. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.
Level 1 – quoted prices in active markets for identical securities
Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)
The Trust’s policy is to disclose transfers between Levels based on valuations at the beginning of the reporting period. The portfolio may hold securities which are periodically fair valued in accordance with the Fund’s fair value procedures. This may result in movements between Levels 1, 2 and 3 throughout the period. As of December 31, 2012, there were no transfers between Levels 1, 2 and 3 assets and liabilities. Pursuant to the Fund’s fair value procedures noted previously, equity securities (including exchange traded securities and open-end regulated investment companies) exchange traded derivatives (i.e. futures contracts and options) are generally categorized as Level 1 securities in the fair value hierarchy. Fixed income securities, non-exchange traded derivatives and money market instruments are generally categorized as Level 2 securities in the fair value hierarchy. Investments for which there are no such quotations, or for which quotations do not appear reliable, are valued at fair value as determined in accordance with procedures established by and under the general supervision of the Trustees. These valuations are typically categorized as Level 2 or Level 3 securities in the fair value hierarchy.
The following is a summary of the inputs used as of December 31, 2012 in valuing the Fund’s assets carried at fair value:
Level 1 | Level 2 | Level 3 | Total | ||||||||
Investments in Securities | |||||||||||
Common Stocks | $ | 3,233,221 | $ | — | $ | — | $ | 3,233,221 | |||
Money Market Fund | 292,063 | — | — | 292,063 | |||||||
Total | $ | 3,525,284 | $ | — | $ | — | $ | 3,525,284 |
The accompanying notes are an integral part of these financial statements.
33 |
CULLEN FUNDS TRUST
CULLEN EMERGING MARKETS HIGH DIVIDEND FUND
SCHEDULE OF INVESTMENTS – Continued
December 31, 2012 (Unaudited)
At December 31, 2012, Sector diversification of the Fund was as follows:
% of Net Assets | Value | |||||
Foreign Common Stocks | ||||||
Basic Materials | 6.5 | % | $ | 223,271 | ||
Communications | 17.7 | 607,273 | ||||
Consumer, Cyclical | 15.6 | 535,809 | ||||
Consumer, Non-cyclical | 15.9 | 544,762 | ||||
Energy | 11.2 | 383,680 | ||||
Financial | 14.9 | 509,243 | ||||
Industrial | 4.0 | 136,188 | ||||
Technology | 6.5 | 223,477 | ||||
Utilities | 2.0 | 69,518 | ||||
Total Foreign Common Stocks | 94.3 | 3,233,221 | ||||
Short-Term Investments | 8.5 | 292,063 | ||||
TOTAL INVESTMENTS | 102.8 | 3,525,284 | ||||
Liabilities in Excess of Other Assets | (2.8 | ) | (97,088 | ) | ||
TOTAL NET ASSETS | 100.0 | % | $ | 3,428,196 |
The accompanying notes are an integral part of these financial statements.
34 |
CULLEN FUNDS TRUST
CULLEN EMERGING MARKETS HIGH DIVIDEND FUND (Unaudited)
Top 10 Countries – As of December 31, 2012
Percentages are based upon net assets.
The accompanying notes are an integral part of these financial statements.
35 |
STATEMENTS OF ASSETS AND LIABILITIES
As of December 31, 2012 (Unaudited)
Cullen International High Dividend Fund | Cullen High Dividend Equity Fund | Cullen Small Cap Value Fund | |||||||||
Assets: | |||||||||||
Investments in securities, at value | $ | 205,136,252 | $ | 2,227,671,079 | $ | 8,249,953 | |||||
Cash | 218,364 | 5,286,824 | — | ||||||||
Foreign currencies, at value (cost of $2,926) | 3,037 | — | — | ||||||||
Receivable due from Investment Adviser | — | — | 17,687 | ||||||||
Receivable for Fund shares sold | 126,525 | 480,691 | — | ||||||||
Receivable for foreign exchange contracts | 22,353 | — | — | ||||||||
Dividends and interest receivable | 654,793 | 5,986,846 | — | ||||||||
Prepaid expenses and other assets | 43,979 | 90,510 | 25,443 | ||||||||
Total assets | 206,205,303 | 2,239,515,950 | 8,293,083 | ||||||||
Liabilities: | |||||||||||
Payable to Custodian | — | — | 100,340 | ||||||||
Payable to Investment Adviser | 111,822 | 1,157,350 | — | ||||||||
Payable for Fund shares redeemed | — | 327,210 | — | ||||||||
Payable for securities purchased | 5,684,141 | 34,856,967 | — | ||||||||
Payable for foreign exchange contacts | 4,472 | — | — | ||||||||
Distribution fees payable | 12,146 | 143,525 | 749 | ||||||||
Accrued Trustees’ fees | 14,192 | 14,232 | 14,224 | ||||||||
Other accrued expenses and other liabilities | 122,135 | 1,139,288 | 75,651 | ||||||||
Total liabilities | 5,948,908 | 37,638,572 | 190,964 | ||||||||
Net assets | $ | 200,256,395 | $ | 2,201,877,378 | $ | 8,102,119 | |||||
Net assets consist of: | |||||||||||
Paid in capital | $ | 199,687,402 | $ | 1,977,101,794 | $ | 7,705,220 | |||||
Undistributed net investment income (loss) | (24,235 | ) | 829,578 | (1,207 | ) | ||||||
Accumulated net realized gain (loss) on investments and foreign | |||||||||||
currency related transactions | (23,111,046 | ) | (71,616,537 | ) | (572,416 | ) | |||||
Net unrealized appreciation (depreciation) on investments and | |||||||||||
foreign currency related transactions | 23,704,274 | 295,562,543 | 970,522 | ||||||||
Net assets | $ | 200,256,395 | $ | 2,201,877,378 | $ | 8,102,119 | |||||
Retail Class: | |||||||||||
Net assets applicable to outstanding Retail Class shares | $ | 48,760,304 | $ | 424,988,677 | $ | 2,730,648 | |||||
Shares issued (Unlimited number of beneficial interest | |||||||||||
authorized, $0.001 par value) | 4,837,142 | 30,602,476 | 212,552 | ||||||||
Net asset value, offering price and redemption price per share | $ | 10.08 | $ | 13.89 | $ | 12.85 | |||||
Class C: | |||||||||||
Net assets applicable to outstanding Class C shares | $ | 2,289,432 | $ | 62,055,082 | $ | 194,839 | |||||
Shares issued (Unlimited number of beneficial interest | |||||||||||
authorized, $0.001 par value) | 227,696 | 4,481,817 | 15,396 | ||||||||
Net asset value, offering price and redemption price per share | $ | 10.05 | $ | 13.85 | $ | 12.66 | |||||
Class I: | |||||||||||
Net assets applicable to outstanding Class I shares | $ | 149,050,653 | $ | 1,713,172,028 | $ | 5,176,632 | |||||
Shares issued (Unlimited number of beneficial interest | |||||||||||
authorized, $0.001 par value) | 14,696,402 | 123,351,423 | 400,392 | ||||||||
Net asset value, offering price and redemption price per share | $ | 10.14 | $ | 13.89 | $ | 12.93 | |||||
Class R1: | |||||||||||
Net assets applicable to outstanding Class R1 shares | $ | 89,408 | $ | 1,222,381 | $ | — | |||||
Shares issued (Unlimited number of beneficial interest | |||||||||||
authorized, $0.001 par value) | 7,809 | 97,330 | — | ||||||||
Net asset value, offering price and redemption price per share | $ | 11.45 | $ | 12.56 | $ | — | |||||
Class R2: | |||||||||||
Net assets applicable to outstanding Class R2 shares | $ | 66,598 | $ | 439,210 | $ | — | |||||
Shares issued (Unlimited number of beneficial interest | |||||||||||
authorized, $0.001 par value) | 5,853 | 34,604 | — | ||||||||
Net asset value, offering price and redemption price per share | $ | 11.38 | $ | 12.69 | $ | — | |||||
Investments, at identified cost | $ | 181,434,784 | $ | 1,932,108,536 | $ | 7,279,431 |
The accompanying notes are an integral part of these financial statements.
36 |
CULLEN FUNDS TRUST
STATEMENTS OF ASSETS AND LIABILITIES – Continued
As of December 31, 2012 (Unaudited)
Cullen Value Fund | Cullen Emerging Markets High Dividend Fund | ||||||
Assets: | |||||||
Investments in securities, at value | $ | 21,875,598 | $ | 3,525,284 | |||
Cash | 69,340 | 75,000 | |||||
Foreign currencies, at value (cost of $25,473) | — | 25,650 | |||||
Receivable due from Investment Adviser | 10,097 | 19,827 | |||||
Receivable for foreign exchange contracts | — | 752 | |||||
Dividends and interest receivable | 16,421 | 6,592 | |||||
Prepaid expenses and other assets | 1,690 | 2,034 | |||||
Total assets | 21,973,146 | 3,655,139 | |||||
Liabilities: | |||||||
Payable for securities purchased | — | 174,456 | |||||
Payable for foreign exchange contacts | — | 136 | |||||
Distribution fees payable | 171 | 520 | |||||
Accrued Trustees’ fees | 52 | 52 | |||||
Other accrued expenses and other liabilities | 56,366 | 51,779 | |||||
Total liabilities | 56,589 | 226,943 | |||||
Net assets | $ | 21,916,557 | $ | 3,428,196 | |||
Net assets consist of: | |||||||
Paid in capital | $ | 21,833,082 | $ | 3,267,138 | |||
Undistributed net investment income (loss) | 3,060 | 19 | |||||
Accumulated net realized gain (loss) on investments and | |||||||
foreign currency related transactions | (3 | ) | (547 | ) | |||
Net unrealized appreciation (depreciation) on investments | |||||||
and foreign currency related transactions | 80,418 | 161,586 | |||||
Net assets | $ | 21,916,557 | $ | 3,428,196 | |||
Retail Class: | |||||||
Net assets applicable to outstanding Retail Class shares | $ | 100,149 | $ | 622,240 | |||
Shares issued (Unlimited number of beneficial interest | |||||||
authorized, $0.001 par value) | 10,030 | 57,591 | |||||
Net asset value, offering price and redemption price per share | $ | 9.99 | $ | 10.80 | |||
Class C: | |||||||
Net assets applicable to outstanding Class C shares | $ | 174,710 | $ | 649,872 | |||
Shares issued (Unlimited number of beneficial interest | |||||||
authorized, $0.001 par value) | 17,506 | 60,203 | |||||
Net asset value, offering price and redemption price per share | $ | 9.98 | $ | 10.79 | |||
Class I: | |||||||
Net assets applicable to outstanding Class I shares | $ | 21,641,698 | $ | 2,156,084 | |||
Shares issued (Unlimited number of beneficial interest | |||||||
authorized, $0.001 par value) | 2,166,270 | 199,539 | |||||
Net asset value, offering price and redemption price per share | $ | 9.99 | $ | 10.81 | |||
Investments, at identified cost | $ | 21,795,180 | $ | 3,364,399 |
The accompanying notes are an integral part of these financial statements.
37 |
STATEMENTS OF OPERATIONS
Six Months Ended December 31, 2012 (Unaudited)
Cullen International High Dividend Fund | Cullen High Dividend Equity Fund | Cullen Small Cap Value Fund | |||||||||
Investment income: | |||||||||||
Dividends* | $ | 1,701,078 | $ | 36,019,232 | $ | 68,265 | |||||
Expenses: | |||||||||||
Investment advisory fees (Note 6) | 674,908 | 10,857,764 | 48,639 | ||||||||
Distribution fees (Note 7) | |||||||||||
Distribution fees – Retail Class | 53,852 | 522,850 | 3,234 | ||||||||
Distribution fees – Class C | 11,009 | 255,223 | 928 | ||||||||
Distribution fees – Class R1 | 154 | 834 | — | ||||||||
Distribution fees – Class R2 | 77 | 336 | — | ||||||||
Shareholder services fee | |||||||||||
Shareholder services fee – Class R1 | 77 | 417 | — | ||||||||
Shareholder services fee – Class R2 | 77 | 336 | — | ||||||||
Registration and filing fees | 43,458 | 187,737 | 24,132 | ||||||||
Custody fees | 20,568 | 80,012 | 18,997 | ||||||||
Transfer agent fees | 32,179 | 149,206 | 24,120 | ||||||||
Administration fees | 40,494 | 558,015 | 16,035 | ||||||||
Professional fees | 31,930 | 32,513 | 32,340 | ||||||||
Fund accounting fees | 26,996 | 340,854 | 15,203 | ||||||||
Trustees’ fees | 24,293 | 24,293 | 24,293 | ||||||||
Shareholder reports | 5,432 | 85,698 | 613 | ||||||||
Insurance expenses | 410 | 8,661 | 46 | ||||||||
Other expenses | 1,372 | 1,995 | 950 | ||||||||
Total expenses | 967,286 | 13,106,744 | 209,530 | ||||||||
Expense reimbursement from Investment Adviser | (227,132 | ) | (4,183,442 | ) | (156,729 | ) | |||||
Net expenses | 740,154 | 8,923,302 | 52,801 | ||||||||
Net investment income | 960,924 | 27,095,930 | 15,464 | ||||||||
Realized and unrealized gain (loss) on investments: | |||||||||||
Net realized gain (loss) on: | |||||||||||
Investments | (101,634 | ) | 7,978,213 | (572,244 | ) | ||||||
Foreign currency related transactions | (9,202 | ) | — | 199 | |||||||
Net change in unrealized appreciation (depreciation) on: | |||||||||||
Investments | 14,645,218 | 15,498,625 | 982,701 | ||||||||
Foreign currency related transactions | 15,053 | — | (277 | ) | |||||||
Net realized and unrealized gain (loss) | |||||||||||
on investments | 14,549,435 | 23,476,838 | 410,379 | ||||||||
Increase (decrease) in net assets resulting | |||||||||||
from operations | $ | 15,510,359 | $ | 50,572,768 | $ | 425,843 |
* Net of foreign withholding taxes of $104,771, $197,874 and $611 respectively.
The accompanying notes are an integral part of these financial statements.
38 |
STATEMENTS OF OPERATIONS – Continued
For period September 1, 2012 through December 31, 2012 (Unaudited)
Cullen Value Fund** | Cullen Emerging Markets High Dividend Fund** | ||||||
Investment income: | |||||||
Dividends* | $ | 119,573 | $ | 19,906 | |||
Expenses: | |||||||
Investment advisory fees (Note 6) | 51,845 | 6,736 | |||||
Distribution fees (Note 7) | |||||||
Distribution fees – Retail Class | 83 | 118 | |||||
Distribution fees – Class C | 546 | 845 | |||||
Registration and filing fees | 463 | 450 | |||||
Custody fees | 13,799 | 12,000 | |||||
Transfer agent fees | 16,197 | 16,041 | |||||
Administration fees | 11,089 | 9,498 | |||||
Professional fees | 22,283 | 22,264 | |||||
Fund accounting fees | 10,493 | 9,373 | |||||
Trustees’ fees | 9,102 | 9,102 | |||||
Shareholder reports | 489 | 489 | |||||
Insurance expenses | 40 | 40 | |||||
Other expenses | 980 | 262 | |||||
Total expenses | 137,409 | 87,218 | |||||
Expense reimbursement from Investment Adviser | (97,900 | ) | (79,531 | ) | |||
Net expenses | 39,509 | 7,687 | |||||
Net investment income | 80,064 | 12,219 | |||||
Realized and unrealized gain (loss) on investments: | |||||||
Net realized gain (loss) on: | |||||||
Investments | — | 1,025 | |||||
Foreign currency related transactions | (3 | ) | (709 | ) | |||
Net change in unrealized appreciation (depreciation) on: | |||||||
Investments | 80,418 | 160,885 | |||||
Foreign currency related transactions | — | 701 | |||||
Net realized and unrealized gain (loss) on investments | 80,415 | 161,902 | |||||
Increase (decrease) in net assets resulting from operations | $ | 160,479 | $ | 174,121 |
* | Net of foreign withholding taxes of $396 and $1,148 respectively. |
** | Commencement of operations was September 1, 2012. |
The accompanying notes are an integral part of these financial statements.
39 |
STATEMENTS OF CHANGES IN NET ASSETS
Cullen International High Dividend Fund | Cullen High Dividend Equity Fund | Cullen Small Cap Value Fund | |||||||||||||||||||||
Six Months Ended December 31, 2012 (Unaudited) | Year Ended June 30, 2012 | Six Months Ended December 31, 2012 (Unaudited) | Year Ended June 30, 2012 | Six Months Ended December 31, 2012 (Unaudited) | Year Ended June 30, 2012 | ||||||||||||||||||
Operations: | |||||||||||||||||||||||
Net investment income | $ | 960,924 | $ | 2,720,593 | $ | 27,095,930 | $ | 38,082,424 | $ | 15,464 | $ | 32,247 | |||||||||||
Net realized gain (loss) on | |||||||||||||||||||||||
investments and foreign | |||||||||||||||||||||||
currency related transactions | (110,836 | ) | (3,937,125 | ) | 7,978,213 | (3,801,280 | ) | (572,045 | ) | 153,962 | |||||||||||||
Net change in unrealized | |||||||||||||||||||||||
appreciation (depreciation) | |||||||||||||||||||||||
on investments and foreign | |||||||||||||||||||||||
currency transactions | 14,660,271 | (7,248,037 | ) | 15,498,625 | 152,919,312 | 982,424 | (686,211 | ) | |||||||||||||||
Net increase (decrease) in | |||||||||||||||||||||||
net assets resulting | |||||||||||||||||||||||
from operations | 15,510,359 | (8,464,569 | ) | 50,572,768 | 187,200,456 | 425,843 | (500,002 | ) | |||||||||||||||
Capital share transactions: | |||||||||||||||||||||||
(See Note 3) | |||||||||||||||||||||||
Proceeds from shares sold | |||||||||||||||||||||||
Retail Class shares | 15,580,394 | 18,185,441 | 100,688,309 | 204,293,467 | 1,455,881 | 1,496,540 | |||||||||||||||||
Class C shares | 241,241 | 530,154 | 26,200,186 | 14,573,754 | 21,315 | 8,800 | |||||||||||||||||
Class I shares | 95,209,897 | 35,436,324 | 372,994,436 | 1,078,607,433 | 2,113,400 | 1,214,354 | |||||||||||||||||
Class R1 shares | 36,103 | — | 1,050,571 | 156,540 | — | — | |||||||||||||||||
Class R2 shares | 6,032 | 2,785 | 298,720 | 69,318 | — | — | |||||||||||||||||
Proceeds from shares issued | |||||||||||||||||||||||
to holders in reinvestment | |||||||||||||||||||||||
of dividends | |||||||||||||||||||||||
Retail Class shares | 219,242 | 1,066,988 | 4,285,927 | 6,908,460 | 55,991 | 49,540 | |||||||||||||||||
Class C shares | 3,110 | 36,988 | 350,136 | 428,957 | 3,774 | 4,628 | |||||||||||||||||
Class I shares | 285,686 | 1,114,344 | 12,210,927 | 16,850,143 | 113,120 | 125,045 | |||||||||||||||||
Class R1 shares | 144 | 1,115 | 4,246 | 2,654 | — | — | |||||||||||||||||
Class R2 shares | 230 | 1,430 | 3,432 | 2,349 | — | — | |||||||||||||||||
Cost of shares redeemed | |||||||||||||||||||||||
Retail Class shares | (7,700,909 | ) | (25,023,372 | ) | (68,438,276 | ) | (125,223,789 | ) | (1,015,693 | ) | (745,840 | ) | |||||||||||
Class C shares | (294,653 | ) | (448,905 | ) | (3,033,929 | ) | (4,803,427 | ) | (1,019 | ) | (53,177 | ) | |||||||||||
Class I shares | (11,937,918 | ) | (11,050,523 | ) | (294,825,117 | ) | (283,538,665 | ) | (2,684,048 | ) | (735,820 | ) | |||||||||||
Class R1 shares | (18 | ) | — | (2,719 | ) | (70,444 | ) | — | — | ||||||||||||||
Class R2 shares | (1,795 | ) | — | (20,842 | ) | (8,606 | ) | — | — | ||||||||||||||
Net increase (decrease) in | |||||||||||||||||||||||
net assets from capital | |||||||||||||||||||||||
share transactions | 91,646,786 | 19,852,769 | 151,766,007 | 908,248,144 | 62,721 | 1,364,070 | |||||||||||||||||
Distributions to shareholders | |||||||||||||||||||||||
From: | |||||||||||||||||||||||
Net investment income | |||||||||||||||||||||||
Retail Class shares | (256,934 | ) | (1,207,235 | ) | (4,755,594 | ) | (7,643,118 | ) | (5,349 | ) | (8,596 | ) | |||||||||||
Class C shares | (4,090 | ) | (49,842 | ) | (411,625 | ) | (541,135 | ) | (22 | ) | (399 | ) | |||||||||||
Class I shares | (746,179 | ) | (1,534,220 | ) | (21,402,394 | ) | (30,133,973 | ) | (13,629 | ) | (23,355 | ) | |||||||||||
Class R1 shares | (144 | ) | (1,115 | ) | (4,245 | ) | (2,654 | ) | — | — | |||||||||||||
Class R2 shares | (230 | ) | (1,430 | ) | (3,432 | ) | (2,349 | ) | — | — | |||||||||||||
Net realized gain on investments | |||||||||||||||||||||||
Retail Class shares | — | — | — | — | (51,612 | ) | (43,202 | ) | |||||||||||||||
Class C shares | — | — | — | — | (3,753 | ) | (4,229 | ) | |||||||||||||||
Class I shares | — | — | — | — | (99,491 | ) | (101,690 | ) | |||||||||||||||
Total distributions | (1,007,577 | ) | (2,793,842 | ) | (26,577,290 | ) | (38,323,229 | ) | (173,856 | ) | (181,471 | ) | |||||||||||
Total increase (decrease) in | |||||||||||||||||||||||
net assets | 106,149,568 | 8,594,358 | 175,761,485 | 1,057,125,371 | 314,708 | 682,597 | |||||||||||||||||
Net assets: | |||||||||||||||||||||||
Beginning of period | 94,106,827 | 85,512,469 | 2,026,115,893 | 968,990,522 | 7,787,411 | 7,104,814 | |||||||||||||||||
End of period | $ | 200,256,395 | $ | 94,106,827 | $ | 2,201,877,378 | $ | 2,026,115,893 | $ | 8,102,119 | $ | 7,787,411 | |||||||||||
Undistributed (distributions in | |||||||||||||||||||||||
excess of) net investment | |||||||||||||||||||||||
income included in net asset | |||||||||||||||||||||||
at the end of the period | $ | (24,235 | ) | $ | 22,418 | $ | 829,578 | $ | 310,938 | $ | (1,207 | ) | $ | 2,329 |
The accompanying notes are an integral part of these financial statements.
40 |
CULLEN FUNDS TRUST
STATEMENTS OF CHANGES IN NET ASSETS – Continued
Cullen Value Fund | Cullen Emerging Markets High Dividend Fund | ||||||
September 1, 2012* through December 31, 2012 (Unaudited) | September 1, 2012* through December 31, 2012 (Unaudited) | ||||||
Operations: | |||||||
Net investment income | $ | 80,064 | $ | 12,219 | |||
Net realized gain (loss) on investments and foreign | |||||||
currency related transactions | (3 | ) | 316 | ||||
Net change in unrealized appreciation (depreciation) | |||||||
on investments and foreign currency transactions | 80,418 | 161,586 | |||||
Net increase (decrease) in net assets resulting | |||||||
from operations | 160,479 | 174,121 | |||||
Capital Share Transactions: (See Note 3) | |||||||
Proceeds from shares sold | |||||||
Retail Class shares | 100,000 | 611,016 | |||||
Class C shares | 176,800 | 629,506 | |||||
Class I shares | 22,423,529 | 2,018,125 | |||||
Proceeds from shares issued to holders in reinvestment | |||||||
of dividends | |||||||
Retail Class shares | 292 | 2,109 | |||||
Class C shares | 103 | 1,146 | |||||
Class I shares | 76,443 | 7,306 | |||||
Cost of shares redeemed | |||||||
Retail Class shares | — | (122 | ) | ||||
Class C shares | — | (1,948 | ) | ||||
Class I shares | (944,085 | ) | — | ||||
Net increase (decrease) in net assets from capital | |||||||
share transactions | 21,833,082 | 3,267,138 | |||||
Distributions to Shareholders From: | |||||||
Net investment income | |||||||
Retail Class shares | (292 | ) | (1,969 | ) | |||
Class C shares | (180 | ) | (1,135 | ) | |||
Class I shares | (76,532 | ) | (9,096 | ) | |||
Net realized gain on investments | |||||||
Retail Class shares | — | (141 | ) | ||||
Class C shares | — | (167 | ) | ||||
Class I shares | — | (555 | ) | ||||
Total distributions | (77,004 | ) | (13,063 | ) | |||
Total increase (decrease) in net assets | 21,916,557 | 3,428,196 | |||||
Net Assets: | |||||||
Beginning of period | — | — | |||||
End of period | $ | 21,916,557 | $ | 3,428,196 | |||
Undistributed net investment income included in net | |||||||
asset at the end of the period | $ | 3,060 | $ | 19 |
* Commencement of operations.
The accompanying notes are an integral part of these financial statements.
41 |
CULLEN INTERNATIONAL HIGH DIVIDEND FUND
For a share outstanding throughout each year ended June 30, unless otherwise noted:
FINANCIAL HIGHLIGHTS
Retail Class | 2012(8) | 2012 | 2011 | 2010 | 2009 | 2008 | ||||||||||||
Net Asset Value – Beginning of Period | $ | 9.01 | $ | 10.44 | $ | 8.21 | $ | 7.74 | $ | 12.64 | $ | 13.89 | ||||||
Income from Investment Operations: | ||||||||||||||||||
Net investment income | 0.06 | (6) | 0.27 | (6) | 0.25 | (6) | 0.21 | (6) | 0.29 | 0.37 | ||||||||
Net realized and unrealized gain (loss) | ||||||||||||||||||
on investments | 1.07 | (1.41 | ) | 2.24 | 0.48 | (4.91 | ) | (0.56 | ) | |||||||||
Total from investment operations | 1.13 | (1.14 | ) | 2.49 | 0.69 | (4.62 | ) | (0.19 | ) | |||||||||
Less Distributions: | ||||||||||||||||||
Dividends from net investment income | (0.06 | ) | (0.29 | ) | (0.26 | ) | (0.22 | ) | (0.28 | ) | (0.35 | ) | ||||||
Distributions from net realized gains | — | — | — | — | — | (0.71 | ) | |||||||||||
Total distributions | (0.06 | ) | (0.29 | ) | (0.26 | ) | (0.22 | ) | (0.28 | ) | (1.06 | ) | ||||||
Net Asset Value – End of Period | $ | 10.08 | $ | 9.01 | $ | 10.44 | $ | 8.21 | $ | 7.74 | $ | 12.64 | ||||||
Total Return(1) | 12.51 | % | (10.83 | %) | 30.49 | % | 8.71 | % | (36.68 | %) | (1.92 | %) | ||||||
Ratios and Supplemental Data: | ||||||||||||||||||
Net assets, end of period (thousands) | $ | 48,760 | $ | 36,004 | $ | 47,698 | $ | 46,403 | $ | 56,225 | $ | 40,707 | ||||||
Ratio of expenses to average net assets: | ||||||||||||||||||
Before expense reimbursement | 1.59 | %(2) | 1.72 | % | 1.71 | % | 1.80 | % | 1.99 | % | 2.16 | % | ||||||
After expense reimbursement | 1.25 | %(2) | 1.25 | % | 1.25 | % | 1.25 | % | 1.25 | % | 1.25 | % | ||||||
Ratio of net investment income to | ||||||||||||||||||
average net assets: | ||||||||||||||||||
Before expense reimbursement | 0.92 | %(2) | 2.49 | % | 2.08 | % | 1.77 | % | 2.97 | % | 1.92 | % | ||||||
After expense reimbursement | 1.26 | %(2) | 2.96 | % | 2.54 | % | 2.32 | % | 3.71 | % | 2.83 | % | ||||||
Portfolio turnover rate(3) | 7 | % | 36 | % | 65 | % | 91 | % | 124 | % | 169 | % | ||||||
Class C | ||||||||||||||||||
Net Asset Value – Beginning of Period | $ | 8.99 | $ | 10.39 | $ | 8.18 | $ | 7.72 | $ | 12.60 | $ | 13.86 | ||||||
Income from Investment Operations: | ||||||||||||||||||
Net investment income | 0.02 | (6) | 0.21 | (6) | 0.17 | (6) | 0.14 | (6) | 0.25 | 0.25 | ||||||||
Net realized and unrealized gain (loss) | ||||||||||||||||||
on investments | 1.06 | (1.40 | ) | 2.23 | 0.48 | (4.91 | ) | (0.54 | ) | |||||||||
Total from investment operations | 1.08 | (1.19 | ) | 2.40 | 0.62 | (4.66 | ) | (0.29 | ) | |||||||||
Less Distributions: | ||||||||||||||||||
Dividends from net investment income | (0.02 | ) | (0.21 | ) | (0.19 | ) | (0.16 | ) | (0.22 | ) | (0.26 | ) | ||||||
Distributions from net realized gains | — | — | — | — | — | (0.71 | ) | |||||||||||
Total distributions | (0.02 | ) | (0.21 | ) | (0.19 | ) | (0.16 | ) | (0.22 | ) | (0.97 | ) | ||||||
Net Asset Value – End of Period | $ | 10.05 | $ | 8.99 | $ | 10.39 | $ | 8.18 | $ | 7.72 | $ | 12.60 | ||||||
Total Return(1) | 12.00 | % | (11.35 | %) | 29.50 | % | 7.95 | % | (37.06 | %) | (2.71 | %) | ||||||
Ratios and Supplemental Data: | ||||||||||||||||||
Net assets, end of period (thousands) | $ | 2,289 | $ | 2,093 | $ | 2,294 | $ | 1,992 | $ | 2,042 | $ | 2,619 | ||||||
Ratio of expenses to average net assets: | ||||||||||||||||||
Before expense reimbursement | 2.34 | %(2) | 2.47 | % | 2.47 | % | 2.56 | % | 2.74 | % | 2.91 | % | ||||||
After expense reimbursement | 2.00 | %(2) | 2.00 | % | 2.00 | % | 2.00 | % | 2.00 | % | 2.00 | % | ||||||
Ratio of net investment income to | ||||||||||||||||||
average net assets: | ||||||||||||||||||
Before expense reimbursement | 0.16 | %(2) | 1.88 | % | 1.28 | % | 1.04 | % | 2.22 | % | 1.17 | % | ||||||
After expense reimbursement | 0.50 | %(2) | 2.36 | % | 1.74 | % | 1.59 | % | 2.96 | % | 2.08 | % | ||||||
Portfolio turnover rate(3) | 7 | % | 36 | % | 65 | % | 91 | % | 124 | % | 169 | % |
The accompanying notes are an integral part of these financial statements.
42 |
CULLEN INTERNATIONAL HIGH DIVIDEND FUND
FINANCIAL HIGHLIGHTS
Class I | 2012(8) | 2012 | 2011 | 2010 | 2009 | 2008 | ||||||||||||
Net Asset Value – Beginning of Period | $ | 9.07 | $ | 10.48 | $ | 8.24 | $ | 7.76 | $ | 12.68 | $ | 13.93 | ||||||
Income from Investment Operations: | ||||||||||||||||||
Net investment income | 0.07 | (6) | 0.33 | (6) | 0.30 | (6) | 0.24 | (6) | 0.36 | 0.40 | ||||||||
Net realized and unrealized gain (loss) | ||||||||||||||||||
on investments | 1.07 | (1.44 | ) | 2.23 | 0.48 | (4.98 | ) | (0.56 | ) | |||||||||
Total from investment operations | 1.14 | (1.11 | ) | 2.53 | 0.72 | (4.62 | ) | (0.16 | ) | |||||||||
Less Distributions: | ||||||||||||||||||
Dividends from net investment income | (0.07 | ) | (0.30 | ) | (0.29 | ) | (0.24 | ) | (0.30 | ) | (0.38 | ) | ||||||
Distributions from net realized gains | — | — | — | — | — | (0.71 | ) | |||||||||||
Total distributions | (0.07 | ) | (0.30 | ) | (0.29 | ) | (0.24 | ) | (0.30 | ) | (1.09 | ) | ||||||
Net Asset Value – End of Period | $ | 10.14 | $ | 9.07 | $ | 10.48 | $ | 8.24 | $ | 7.76 | $ | 12.68 | ||||||
Total Return(1) | 12.56 | % | (10.48 | %) | 30.82 | % | 9.03 | % | (36.53 | %) | (1.69 | %) | ||||||
Ratios and Supplemental Data: | ||||||||||||||||||
Net assets, end of period (thousands) | $ | 149,051 | $ | 55,909 | $ | 35,409 | $ | 16,886 | $ | 10,577 | $ | 21,934 | ||||||
Ratio of expenses to average net assets: | ||||||||||||||||||
Before expense reimbursement | 1.34 | %(2) | 1.47 | % | 1.48 | % | 1.57 | % | 1.74 | % | 1.91 | % | ||||||
After expense reimbursement | 1.00 | %(2) | 1.00 | % | 1.00 | % | 1.00 | % | 1.00 | % | 1.00 | % | ||||||
Ratio of net investment income to | ||||||||||||||||||
average net assets: | ||||||||||||||||||
Before expense reimbursement | 1.19 | %(2) | 3.08 | % | 2.56 | % | 2.14 | % | 3.23 | % | 2.17 | % | ||||||
After expense reimbursement | 1.53 | %(2) | 3.54 | % | 3.03 | % | 2.71 | % | 3.97 | % | 3.08 | % | ||||||
Portfolio turnover rate(3) | 7 | % | 36 | % | 65 | % | 91 | % | 124 | % | 169 | % | ||||||
Class R1 | 2012 | (8) | 2012 | 2011 | 2010 | (4) | ||||||||||||
Net Asset Value – Beginning of Period | $ | 10.23 | $ | 11.81 | $ | 9.16 | $ | 10.00 | ||||||||||
Income from Investment Operations: | ||||||||||||||||||
Net investment income(6) | 0.04 | 0.27 | 0.23 | 0.08 | ||||||||||||||
Net realized and unrealized gain (loss) | ||||||||||||||||||
on investments | 1.21 | (1.60 | ) | 2.63 | (0.85 | ) | ||||||||||||
Total from investment operations | 1.25 | (1.33 | ) | 2.86 | (0.77 | ) | ||||||||||||
Less Distributions: | ||||||||||||||||||
Dividends from net investment income | (0.03 | ) | (0.25 | ) | (0.21 | ) | (0.07 | ) | ||||||||||
Distributions from net realized gains | — | — | — | — | ||||||||||||||
Total distributions | (0.03 | ) | (0.25 | ) | (0.21 | ) | (0.07 | ) | ||||||||||
Net Asset Value – End of Period | $ | 11.45 | $ | 10.23 | $ | 11.81 | $ | 9.16 | ||||||||||
Total Return(1) | 12.20 | % | (11.18 | %) | 31.30 | % | (7.74 | %) | ||||||||||
Ratios and Supplemental Data: | ||||||||||||||||||
Net assets, end of period (thousands) | $ | 89 | $ | 46 | $ | 52 | $ | 29 | ||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||
Before expense reimbursement | 2.09 | %(2) | 2.22 | % | 2.22 | % | 4.00 | %(2) | ||||||||||
After expense reimbursement | 1.75 | %(2) | 1.75 | % | 1.75 | % | 1.75 | %(2) | ||||||||||
Ratio of net investment income to | ||||||||||||||||||
average net assets: | ||||||||||||||||||
Before expense reimbursement | 0.36 | %(2) | 2.13 | % | 1.56 | % | 0.26 | %(2) | ||||||||||
After expense reimbursement | 0.70 | %(2) | 2.59 | % | 2.02 | % | 2.50 | %(2) | ||||||||||
Portfolio turnover rate(3) | 7 | % | 36 | % | 65 | % | 91 | % |
The accompanying notes are an integral part of these financial statements.
43 |
CULLEN INTERNATIONAL HIGH DIVIDEND FUND
FINANCIAL HIGHLIGHTS
Class R2 | 2012(8) | 2012 | 2011 | 2010(5) | ||||||||
Net Asset Value – Beginning of Period | $ | 10.17 | $ | 11.73 | $ | 9.16 | $ | 10.00 | ||||
Income from Investment Operations: | ||||||||||||
Net investment income(6) | 0.06 | 0.30 | 0.27 | 0.11 | ||||||||
Net realized and unrealized gain (loss) | ||||||||||||
on investments | 1.19 | (1.59 | ) | 2.53 | (0.94 | ) | ||||||
Total from investment operations | 1.25 | (1.29 | ) | 2.80 | (0.83 | ) | ||||||
Less Distributions: | ||||||||||||
Dividends from net investment income | (0.04 | ) | (0.27 | ) | (0.23 | ) | (0.01 | ) | ||||
Distributions from net realized gains | — | — | — | — | ||||||||
Total distributions | (0.04 | ) | (0.27 | ) | (0.23 | ) | (0.01 | ) | ||||
Net Asset Value – End of Period | $ | 11.38 | $ | 10.17 | $ | 11.73 | $ | 9.16 | ||||
Total Return(1) | 12.32 | % | (10.91 | %) | 30.70 | % | (8.28 | %) | ||||
Ratios and Supplemental Data: | ||||||||||||
Net assets, end of period (thousands) | $ | 67 | $ | 55 | $ | 59 | $ | 0 | (7) | |||
Ratio of expenses to average net assets: | ||||||||||||
Before expense reimbursement | 1.84 | %(2) | 1.97 | % | 1.97 | % | 2.12 | %(2) | ||||
After expense reimbursement | 1.50 | %(2) | 1.50 | % | 1.50 | % | 1.50 | %(2) | ||||
Ratio of net investment income to | ||||||||||||
average net assets: | ||||||||||||
Before expense reimbursement | 0.67 | %(2) | 2.39 | % | 1.88 | % | 2.89 | %(2) | ||||
After expense reimbursement | 1.01 | %(2) | 2.86 | % | 2.35 | % | 3.51 | %(2) | ||||
Portfolio turnover rate(3) | 7 | % | 36 | % | 65 | % | 91 | % |
(1) | Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividend distributions at net asset value during the period, and redemption at net asset value on the last day of the period. The returns presented do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. Total return calculated for a period of less than one year is not annualized. Total return would have been lower if certain fees had not been waived and expenses reimbursed by the Investment Adviser. |
(2) | Annualized |
(3) | Portfolio turnover is not annualized for periods less than one year. |
(4) | Commencement of operations was March 3, 2010. |
(5) | Commencement of operations was March 4, 2010. |
(6) | Average share method used. SEC method used in 2009 and years prior. |
(7) | Represents amount less than $1,000. |
(8) | Six months ended December 31, 2012 (unaudited). |
The accompanying notes are an integral part of these financial statements.
44 |
CULLEN HIGH DIVIDEND EQUITY FUND
For a share outstanding throughout each year ended June 30, unless otherwise noted:
FINANCIAL HIGHLIGHTS
Retail Class | 2012(10) | 2012 | 2011 | 2010 | 2009 | 2008 | ||||||||||||
Net Asset Value – Beginning of Period | $ | 13.72 | $ | 12.73 | $ | 10.44 | $ | 9.59 | $ | 12.96 | $ | 15.95 | ||||||
Income from Investment Operations: | ||||||||||||||||||
Net investment income | 0.16 | (8) | 0.32 | (8) | 0.29 | (8) | 0.29 | (8) | 0.38 | 0.47 | ||||||||
Affiliation violation(4) | — | — | — | — | — | 0.02 | ||||||||||||
Net realized and unrealized gain (loss) | ||||||||||||||||||
on investments | 0.17 | 0.98 | 2.28 | 0.83 | (3.37 | ) | (2.39 | ) | ||||||||||
Total from investment operations | 0.33 | 1.30 | 2.57 | 1.12 | (2.99 | ) | (1.90 | ) | ||||||||||
Less Distributions: | ||||||||||||||||||
Dividends from net investment income | (0.16 | ) | (0.31 | ) | (0.28 | ) | (0.27 | ) | (0.37 | ) | (0.47 | ) | ||||||
Distributions from net realized gains | — | — | — | — | — | (0.62 | ) | |||||||||||
Return of capital | — | — | — | — | (0.01 | ) | — | |||||||||||
Total distributions | (0.16 | ) | (0.31 | ) | (0.28 | ) | (0.27 | ) | (0.38 | ) | (1.09 | ) | ||||||
Net Asset Value – End of Period | $ | 13.89 | $ | 13.72 | $ | 12.73 | $ | 10.44 | $ | 9.59 | $ | 12.96 | ||||||
Total Return(1) | 2.39 | % | 10.42 | % | 24.85 | % | 11.64 | % | (23.20 | %) | (12.68 | %)(4) | ||||||
Ratios and Supplemental Data: | ||||||||||||||||||
Net assets, end of period (thousands) | $ | 424,989 | $ | 384,087 | $ | 271,269 | $ | 152,325 | $ | 116,267 | $ | 60,062 | ||||||
Ratio of expenses to average net assets: | ||||||||||||||||||
Before expense reimbursement | 1.39 | %(2) | 1.41 | % | 1.43 | % | 1.45 | % | 1.50 | % | 1.47 | % | ||||||
After expense reimbursement | 1.00 | %(2) | 1.00 | % | 1.00 | % | 1.00 | % | 1.00 | % | 1.00 | % | ||||||
Ratio of net investment income to | ||||||||||||||||||
average net assets: | ||||||||||||||||||
Before expense reimbursement | 1.93 | %(2) | 2.08 | % | 2.01 | % | 2.22 | % | 3.16 | % | 2.49 | % | ||||||
After expense reimbursement | 2.32 | %(2) | 2.48 | % | 2.44 | % | 2.67 | % | 3.66 | % | 2.96 | % | ||||||
Portfolio turnover rate(3) | 3 | % | 2 | % | 0 | %(9) | 11 | % | 12 | % | 31 | % | ||||||
Class C | ||||||||||||||||||
Net Asset Value – Beginning of Period | $ | 13.68 | $ | 12.72 | $ | 10.43 | $ | 9.57 | $ | 12.94 | $ | 15.93 | ||||||
Income from Investment Operations: | ||||||||||||||||||
Net investment income | 0.11 | (8) | 0.22 | (8) | 0.20 | (8) | 0.21 | (8) | 0.28 | 0.36 | ||||||||
Affiliation violation(4) | — | — | — | — | — | 0.02 | ||||||||||||
Net realized and unrealized gain (loss) | ||||||||||||||||||
on investments | 0.17 | 0.98 | 2.28 | 0.83 | (3.34 | ) | (2.39 | ) | ||||||||||
Total from investment operations | 0.28 | 1.20 | 2.48 | �� | 1.04 | (3.06 | ) | (2.01 | ) | |||||||||
Less Distributions: | ||||||||||||||||||
Dividends from net investment income | (0.11 | ) | (0.24 | ) | (0.19 | ) | (0.18 | ) | (0.30 | ) | (0.36 | ) | ||||||
Distributions from net realized gains | — | — | — | — | — | (0.62 | ) | |||||||||||
Return of capital | — | — | — | — | (0.01 | ) | — | |||||||||||
Total distributions | (0.11 | ) | (0.24 | ) | (0.19 | ) | (0.18 | ) | (0.31 | ) | (0.98 | ) | ||||||
Net Asset Value – End of Period | $ | 13.85 | $ | 13.68 | $ | 12.72 | $ | 10.43 | $ | 9.57 | $ | 12.94 | ||||||
Total Return(1) | 2.02 | % | 9.55 | % | 23.94 | % | 10.78 | % | (23.74 | %) | (13.34 | %)(4) | ||||||
Ratios and Supplemental Data: | ||||||||||||||||||
Net assets, end of period (thousands) | $ | 62,055 | $ | 38,099 | $ | 25,514 | $ | 17,687 | $ | 15,375 | $ | 9,847 | ||||||
Ratio of expenses to average net assets: | ||||||||||||||||||
Before expense reimbursement | 2.14 | %(2) | 2.16 | % | 2.17 | % | 2.20 | % | 2.25 | % | 2.22 | % | ||||||
After expense reimbursement | 1.75 | %(2) | 1.75 | % | 1.75 | % | 1.75 | % | 1.75 | % | 1.75 | % | ||||||
Ratio of net investment income to | ||||||||||||||||||
average net assets: | ||||||||||||||||||
Before expense reimbursement | 1.19 | %(2) | 1.31 | % | 1.26 | % | 1.46 | % | 2.41 | % | 1.74 | % | ||||||
After expense reimbursement | 1.58 | %(2) | 1.72 | % | 1.69 | % | 1.90 | % | 2.91 | % | 2.21 | % | ||||||
Portfolio turnover rate(3) | 3 | % | 2 | % | 0 | %(9) | 11 | % | 12 | % | 31 | % |
The accompanying notes are an integral part of these financial statements.
45 |
CULLEN HIGH DIVIDEND EQUITY FUND
FINANCIAL HIGHLIGHTS
Class I | 2012(10) | 2012 | 2011 | 2010 | 2009 | 2008 | ||||||||||||
Net Asset Value – Beginning of Period | $ | 13.72 | $ | 12.73 | $ | 10.44 | $ | 9.60 | $ | 12.97 | $ | 15.96 | ||||||
Income from Investment Operations: | ||||||||||||||||||
Net investment income | 0.18 | (8) | 0.35 | (8) | 0.32 | (8) | 0.32 | (8) | 0.41 | 0.51 | ||||||||
Affiliation violation(4) | — | — | — | — | — | 0.02 | ||||||||||||
Net realized and unrealized gain (loss) | ||||||||||||||||||
on investments | 0.17 | 0.98 | 2.28 | 0.82 | (3.38 | ) | (2.39 | ) | ||||||||||
Total from investment operations | 0.35 | 1.33 | 2.60 | 1.14 | (2.97 | ) | (1.86 | ) | ||||||||||
Less Distributions: | ||||||||||||||||||
Dividends from net investment income | (0.18 | ) | (0.34 | ) | (0.31 | ) | (0.30 | ) | (0.38 | ) | (0.51 | ) | ||||||
Distributions from net realized gains | — | — | — | — | — | (0.62 | ) | |||||||||||
Return of capital | — | — | — | — | (0.02 | ) | — | |||||||||||
Total distributions | (0.18 | ) | (0.34 | ) | (0.31 | ) | (0.30 | ) | (0.40 | ) | (1.13 | ) | ||||||
Net Asset Value – End of Period | $ | 13.89 | $ | 13.72 | $ | 12.73 | $ | 10.44 | $ | 9.60 | $ | 12.97 | ||||||
Total Return(1) | 2.52 | % | 10.65 | % | 25.16 | % | 11.85 | % | (23.00 | %) | (12.46 | %)(4) | ||||||
Ratios and Supplemental Data: | ||||||||||||||||||
Net assets, end of period (thousands) | $ | 1,713,172 | $ | 1,603,604 | $ | 672,065 | $ | 278,067 | $ | 239,927 | $ | 306,319 | ||||||
Ratio of expenses to average net assets: | ||||||||||||||||||
Before expense reimbursement | 1.14 | %(2) | 1.16 | % | 1.18 | % | 1.20 | % | 1.25 | % | 1.22 | % | ||||||
After expense reimbursement | 0.75 | %(2) | 0.75 | % | 0.75 | % | 0.75 | % | 0.75 | % | 0.75 | % | ||||||
Ratio of net investment income to | ||||||||||||||||||
average net assets: | ||||||||||||||||||
Before expense reimbursement | 2.18 | %(2) | 2.30 | % | 2.26 | % | 2.47 | % | 3.41 | % | 2.74 | % | ||||||
After expense reimbursement | 2.57 | %(2) | 2.71 | % | 2.69 | % | 2.92 | % | 3.91 | % | 3.21 | % | ||||||
Portfolio turnover rate(3) | 3 | % | 2 | % | 0 | %(9) | 11 | % | 12 | % | 31 | % | ||||||
Class R1 | 2012(10) | 2012 | 2011 | 2010(5) | ||||||||||||||
Net Asset Value – Beginning of Period | $ | 12.43 | $ | 11.53 | $ | 9.48 | $ | 10.00 | ||||||||||
Income from Investment Operations: | ||||||||||||||||||
Net investment income(8) | 0.11 | 0.23 | 0.22 | 0.09 | ||||||||||||||
Net realized and unrealized gain (loss) | ||||||||||||||||||
on investments | 0.15 | 0.89 | 2.02 | (0.55 | ) | |||||||||||||
Total from investment operations | 0.26 | 1.12 | 2.24 | (0.46 | ) | |||||||||||||
Less Distributions: | ||||||||||||||||||
Dividends from net investment income | (0.13 | ) | (0.22 | ) | (0.19 | ) | (0.06 | ) | ||||||||||
Distributions from net realized gains | — | — | — | — | ||||||||||||||
Return of capital | — | — | — | — | ||||||||||||||
Total distributions | (0.13 | ) | (0.22 | ) | (0.19 | ) | (0.06 | ) | ||||||||||
Net Asset Value – End of Period | $ | 12.56 | $ | 12.43 | $ | 11.53 | $ | 9.48 | ||||||||||
Total Return(1) | 2.07 | % | 9.88 | % | 23.82 | % | (4.67 | %) | ||||||||||
Ratios and Supplemental Data: | ||||||||||||||||||
Net assets, end of period (thousands) | $ | 1,222 | $ | 171 | $ | 58 | $ | 22 | ||||||||||
Ratio of expenses to average net assets: | ||||||||||||||||||
Before expense reimbursement | 1.89 | %(2) | 1.91 | % | 1.93 | % | 3.16 | %(2) | ||||||||||
After expense reimbursement | 1.50 | %(2) | 1.50 | % | 1.50 | % | 1.50 | %(2) | ||||||||||
Ratio of net investment income to | ||||||||||||||||||
average net assets: | ||||||||||||||||||
Before expense reimbursement | 1.38 | %(2) | 1.50 | % | 1.55 | % | 1.09 | %(2) | ||||||||||
After expense reimbursement | 1.76 | %(2) | 1.92 | % | 1.98 | % | 2.74 | %(2) | ||||||||||
Portfolio turnover rate(3) | 3 | % | 2 | % | 0 | %(9) | 11 | % |
The accompanying notes are an integral part of these financial statements.
46 |
CULLEN HIGH DIVIDEND EQUITY FUND
FINANCIAL HIGHLIGHTS
Class R2 | 2012(10) | 2012 | 2011 | 2010(6) | ||||||||
Net Asset Value – Beginning of Period | $ | 12.55 | $ | 11.68 | $ | 9.53 | $ | 10.00 | ||||
Income from Investment Operations: | ||||||||||||
Net investment income(8) | 0.14 | 0.25 | 0.25 | 0.08 | ||||||||
Net realized and unrealized gain (loss) | ||||||||||||
on investments | 0.14 | 0.90 | 2.11 | (0.52 | ) | |||||||
Total from investment operations | 0.28 | 1.15 | 2.36 | (0.44 | ) | |||||||
Less Distributions: | ||||||||||||
Dividends from net investment income | (0.14 | ) | (0.28 | ) | (0.21 | ) | (0.03 | ) | ||||
Distributions from net realized gains | — | — | — | — | ||||||||
Return of capital | — | — | — | — | ||||||||
Total distributions | (0.14 | ) | (0.28 | ) | (0.21 | ) | (0.03 | ) | ||||
Net Asset Value – End of Period | $ | 12.69 | $ | 12.55 | $ | 11.68 | $ | 9.53 | ||||
Total Return(1) | 2.25 | % | 10.05 | % | 24.88 | % | (4.45 | %) | ||||
Ratios and Supplemental Data: | ||||||||||||
Net assets, end of period (thousands) | $ | 439 | $ | 155 | $ | 84 | $ | 0 | (7) | |||
Ratio of expenses to average net assets: | ||||||||||||
Before expense reimbursement | 1.64 | %(2) | 1.66 | % | 1.68 | % | 1.70 | %(2) | ||||
After expense reimbursement | 1.25 | %(2 | 1.25 | % | 1.25 | % | 1.25 | %(2) | ||||
Ratio of net investment income to | ||||||||||||
average net assets: | ||||||||||||
Before expense reimbursement | 1.82 | %(2) | 1.74 | % | 1.82 | % | 2.13 | %(2) | ||||
After expense reimbursement | 2.21 | %(2) | 2.15 | % | 2.26 | % | 2.58 | %(2) | ||||
Portfolio turnover rate(3) | 3 | % | 2 | % | 0 | %(9) | 11 | % |
(1) | Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividend distributions at net asset value during the period, and redemption at net asset value on the last day of the period. The returns presented do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. Total return calculated for a period of less than one year is not annualized. The total return would have been lower if certain fees had not been waived and expenses reimbursed by the Investment Adviser. |
(2) | Annualized |
(3) | Portfolio turnover is not annualized for periods less than one year. |
(4) | Includes increase from payments made in 2008 by Investment Adviser of 0.06% and dividend received of 0.03% related to securities held in violation of investment restrictions. Without these transactions, total return would have been lower (12.77)%, (13.43)% and (12.55)% for Retail Class, Class C, and Class I, respectively. |
(5) | Commencement of operations was March 3, 2010. |
(6) | Commencement of operations was March 4, 2010. |
(7) | Represents less than $1,000. |
(8) | Average shares method used. SEC method used in 2009 and years prior. |
(9) | Represents less than 0.5%. |
(10) | Six months ended December 31, 2012 (unaudited). |
The accompanying notes are an integral part of these financial statements.
47 |
CULLEN SMALL CAP VALUE FUND
For a share outstanding throughout each year ended June 30, unless otherwise noted:
FINANCIAL HIGHLIGHTS
Retail Class | 2012(6) | 2012 | 2011 | 2010* | ||||||||
Net Asset Value – Beginning of Period | $ | 12.55 | $ | 13.85 | $ | 10.63 | $ | 10.00 | ||||
Income from Investment Operations: | ||||||||||||
Net investment income (loss)(5) | 0.01 | 0.04 | 0.05 | 0.02 | ||||||||
Net realized and unrealized gain (loss) on investments | 0.56 | (1.01 | ) | 3.30 | 0.62 | |||||||
Total from investment operations | 0.57 | (0.97 | ) | 3.35 | 0.64 | |||||||
Less Distributions: | ||||||||||||
Dividends from net investment income | (0.02 | ) | (0.05 | ) | (0.06 | ) | (0.01 | ) | ||||
Distributions from net realized gains | (0.25 | ) | (0.28 | ) | (0.07 | ) | — | |||||
Total distributions | (0.27 | ) | (0.33 | ) | (0.13 | ) | (0.01 | ) | ||||
Net Asset Value – End of Period | $ | 12.85 | $ | 12.55 | $ | 13.85 | $ | 10.63 | ||||
Total Return(1) | 4.62 | % | (6.92 | %) | 31.54 | % | 6.41 | % | ||||
Ratios and Supplemental Data: | ||||||||||||
Net assets, end of period (thousands) | $ | 2,731 | $ | 2,195 | $ | 1,546 | $ | 595 | ||||
Ratio of expenses to average net assets: | ||||||||||||
Before expense reimbursement | 4.47 | %(2) | 5.84 | % | 8.98 | % | 21.74 | %(2) | ||||
After expense reimbursement | 1.25 | %(2) | 1.25 | % | 1.25 | % | 1.25 | %(2) | ||||
Ratio of net investment income (loss) to average net assets: | ||||||||||||
Before expense reimbursement | (3.07 | %)(2) | (4.24 | %) | (7.36 | %) | (20.21 | %)(2) | ||||
After expense reimbursement | 0.15 | %(2) | 0.35 | % | 0.37 | % | 0.28 | %(2) | ||||
Portfolio turnover rate(3) | 36 | % | 25 | % | 16 | % | 4 | % | ||||
Class C | ||||||||||||
Net Asset Value – Beginning of Period | $ | 12.39 | $ | 13.73 | $ | 10.57 | $ | 10.00 | ||||
Income from Investment Operations: | ||||||||||||
Net investment income (loss)(5) | (0.04 | ) | (0.06 | ) | (0.02 | ) | (0.04 | ) | ||||
Net realized and unrealized gain (loss) on investments | 0.56 | (0.97 | ) | 3.25 | 0.61 | |||||||
Total from investment operations | 0.52 | (1.03 | ) | 3.23 | 0.57 | |||||||
Less Distributions: | ||||||||||||
Dividends from net investment income | (0.00 | )(4) | (0.03 | ) | (0.00 | )(4) | (0.00 | )(4) | ||||
Distributions from net realized gains | (0.25 | ) | (0.28 | ) | (0.07 | ) | — | |||||
Total distributions | (0.25 | ) | (0.31 | ) | (0.07 | ) | (0.00 | ) | ||||
Net Asset Value – End of Period | $ | 12.66 | $ | 12.39 | $ | 13.73 | $ | 10.57 | ||||
Total Return(1) | 4.23 | % | (7.46 | %) | 30.56 | % | 5.74 | % | ||||
Ratios and Supplemental Data: | ||||||||||||
Net assets, end of period (thousands) | $ | 195 | $ | 167 | $ | 228 | $ | 48 | ||||
Ratio of expenses to average net assets: | ||||||||||||
Before expense reimbursement | 5.22 | %(2) | 6.59 | % | 8.82 | % | 23.32 | %(2) | ||||
After expense reimbursement | 2.00 | %(2) | 2.00 | % | 2.00 | % | 2.00 | %(2) | ||||
Ratio of net investment income (loss) to average net assets: | ||||||||||||
Before expense reimbursement | (3.85 | %)(2) | (5.11 | %) | (6.95 | %) | (21.76 | %)(2) | ||||
After expense reimbursement | (0.62 | %)(2) | (0.51 | %) | (0.13 | %) | (0.44 | %)(2) | ||||
Portfolio turnover rate(3) | 36 | % | 25 | % | 16 | % | 4 | % |
The accompanying notes are an integral part of these financial statements.
48 |
CULLEN SMALL CAP VALUE FUND
FINANCIAL HIGHLIGHTS
Class I | 2012(6) | 2012 | 2011 | 2010* | ||||||||
Net Asset Value – Beginning of Period | $ | 12.63 | $ | 13.88 | $ | 10.64 | $ | 10.00 | ||||
Income from Investment Operations: | ||||||||||||
Net investment income (loss)(5) | 0.03 | 0.07 | 0.10 | 0.03 | ||||||||
Net realized and unrealized gain (loss) on investments | 0.55 | (0.98 | ) | 3.29 | 0.62 | |||||||
Total from investment operations | 0.58 | (0.91 | ) | 3.39 | 0.65 | |||||||
Less Distributions: | ||||||||||||
Dividends from net investment income | (0.03 | ) | (0.06 | ) | (0.08 | ) | (0.01 | ) | ||||
Distributions from net realized gains | (0.25 | ) | (0.28 | ) | (0.07 | ) | — | |||||
Total distributions | (0.28 | ) | (0.34 | ) | (0.15 | ) | (0.01 | ) | ||||
Net Asset Value – End of Period | $ | 12.93 | $ | 12.63 | $ | 13.88 | $ | 10.64 | ||||
Total Return(1) | 4.65 | % | (6.48 | %) | 31.86 | % | 6.53 | % | ||||
Ratios and Supplemental Data: | ||||||||||||
Net assets, end of period (thousands) | $ | 5,177 | $ | 5,425 | $ | 5,331 | $ | 1,520 | ||||
Ratio of expenses to average net assets: | ||||||||||||
Before expense reimbursement | 4.22 | %(2) | 5.59 | % | 8.26 | % | 21.12 | %(2) | ||||
After expense reimbursement | 1.00 | %(2) | 1.00 | % | 1.00 | % | 1.00 | %(2) | ||||
Ratio of net investment income to average net assets: | ||||||||||||
Before expense reimbursement | (2.82 | %)(2) | (4.05 | %) | (6.47 | %) | (19.71 | %)(2) | ||||
After expense reimbursement | 0.40 | %(2) | 0.54 | % | 0.79 | % | 0.42 | %(2) | ||||
Portfolio turnover rate(3) | 36 | % | 25 | % | 16 | % | 4 | % |
* | Commencement of operations was October 1, 2009. |
(1) | Total return is calculated assuming an initial investment made at the net asset value at the beginning of the period, reinvestment of all dividend distributions at net asset value during the period, and redemption at net asset value on the last day of the period. The returns presented do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. Total return calculated for a period of less than one year is not annualized. Total return would have been lower if certain fees had not been waived and expenses reimbursed by the Investment Adviser. |
(2) | Annualized |
(3) | Portfolio turnover is not annualized for periods less than one year. |
(4) | Amount represents less than 0.01 per share. |
(5) | Average shares method used. |
(6) | Six months ended December 31, 2012 (unaudited). |
The accompanying notes are an integral part of these financial statements.
49 |
CULLEN VALUE FUND
FINANCIAL HIGHLIGHTS
Retail Class | 2012 | * | |
Net Asset Value – Beginning of Period | $ | 10.00 | |
Income from Investment Operations: | |||
Net investment income (loss)(4) | 0.03 | ||
Net realized and unrealized gain (loss) on investments | (0.01 | ) | |
Total from investment operations | 0.02 | ||
Less Distributions: | |||
Dividends from net investment income | (0.03 | ) | |
Distributions from net realized gains | — | ||
Total distributions | (0.03 | ) | |
Net Asset Value – End of Period | $ | 9.99 | |
Total Return(1) | 0.20 | % | |
Ratios and Supplemental Data: | |||
Net assets, end of period (thousands) | $ | 100 | |
Ratio of expenses to average net assets: | |||
Before expense reimbursement | 3.39 | %(2) | |
After expense reimbursement | 1.00 | %(2) | |
Ratio of net investment income to average net assets: | |||
Before expense reimbursement | (1.44 | %)(2) | |
After expense reimbursement | 0.95 | %(2) | |
Portfolio turnover rate(3) | 0 | % | |
Class C | |||
Net Asset Value – Beginning of Period | $ | 10.00 | |
Income from Investment Operations: | |||
Net investment income (loss)(4) | 0.01 | ||
Net realized and unrealized gain (loss) on investments | (0.02 | ) | |
Total from investment operations | (0.01 | ) | |
Less Distributions: | |||
Dividends from net investment income | (0.01 | ) | |
Distributions from net realized gains | — | ||
Total distributions | (0.01 | ) | |
Net Asset Value – End of Period | $ | 9.98 | |
Total Return(1) | (0.10 | %) | |
Ratios and Supplemental Data: | |||
Net assets, end of period (thousands) | $ | 175 | |
Ratio of expenses to average net assets: | |||
Before expense reimbursement | 3.64 | %(2) | |
After expense reimbursement | 1.75 | %(2) | |
Ratio of net investment income to average net assets: | |||
Before expense reimbursement | (1.60 | %)(2) | |
After expense reimbursement | 0.29 | %(2) | |
Portfolio turnover rate(3) | 0 | % |
The accompanying notes are an integral part of these financial statements.
50 |
CULLEN VALUE FUND
FINANCIAL HIGHLIGHTS
Class I | 2012 | * | |
Net Asset Value – Beginning of Period | $ | 10.00 | |
Income from Investment Operations: | |||
Net investment income (loss)(4) | 0.05 | ||
Net realized and unrealized gain (loss) on investments | (0.02 | ) | |
Total from investment operations | 0.03 | ||
Less Distributions: | |||
Dividends from net investment income | (0.04 | ) | |
Distributions from net realized gains | — | ||
Total distributions | (0.04 | ) | |
Net Asset Value – End of Period | $ | 9.99 | |
Total Return(1) | 0.26 | % | |
Ratios and Supplemental Data: | |||
Net assets, end of period (thousands) | $ | 21,642 | |
Ratio of expenses to average net assets: | |||
Before expense reimbursement | 2.64 | %(2) | |
After expense reimbursement | 0.75 | %(2) | |
Ratio of net investment income to average net assets: | |||
Before expense reimbursement | (0.32 | %)(2) | |
After expense reimbursement | 1.56 | %(2) | |
Portfolio turnover rate(3) | 0 | % |
* | Commencement of operations was September 1, 2012. |
(1) | Total return is calculated assuming an intiial investment made at the net asset value at the beginning of the period, reinvestment of all dividend distributions at net asset value during the period, and redemption at net asset value on the last dat of the period. The returns presented do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. Total return calculated for a period of less than one year is not annualized. The total return would have been lower if certain fees had not been waived and expenses reimbursed by the Investment Advisor. |
(2) | Annualized |
(3) | Portfolio turnover is not annualized for period less than one year. |
(4) | Average shares method used. |
The accompanying notes are an integral part of these financial statements.
51 |
CULLEN EMERGING MARKETS HIGH DIVIDEND FUND
FINANCIAL HIGHLIGHTS
Retail Class | 2012 | * | |
Net Asset Value – Beginning of Period | $ | 10.00 | |
Income from Investment Operations: | |||
Net investment income (loss)(4) | 0.09 | ||
Net realized and unrealized gain (loss) on investments | 0.75 | ||
Total from investment operations | 0.84 | ||
Less Distributions: | |||
Dividends from net investment income | (0.04 | ) | |
Distributions from net realized gains | (0.00 | )(5) | |
Total distributions | (0.04 | ) | |
Net Asset Value – End of Period | $ | 10.80 | |
Total Return(1) | 8.42 | % | |
Ratios and Supplemental Data: | |||
Net assets, end of period (thousands) | $ | 622 | |
Ratio of expenses to average net assets: | |||
Before expense reimbursement | 12.84 | %(2) | |
After expense reimbursement | 1.25 | %(2) | |
Ratio of net investment income to average net assets: | |||
Before expense reimbursement | (8.83 | %)(2) | |
After expense reimbursement | 2.76 | %(2) | |
Portfolio turnover rate(3) | 6 | % | |
Class C | |||
Net Asset Value – Beginning of Period | $ | 10.00 | |
Income from Investment Operations: | |||
Net investment income (loss)(4) | 0.04 | ||
Net realized and unrealized gain (loss) on investments | 0.77 | ||
Total from investment operations | 0.81 | ||
Less Distributions: | |||
Dividends from net investment income | (0.02 | ) | |
Distributions from net realized gains | (0.00 | )(5) | |
Total distributions | (0.02 | ) | |
Net Asset Value – End of Period | $ | 10.79 | |
Total Return(1) | 8.12 | % | |
Ratios and Supplemental Data: | |||
Net assets, end of period (thousands) | $ | 650 | |
Ratio of expenses to average net assets: | |||
Before expense reimbursement | 12.09 | %(2) | |
After expense reimbursement | 2.00 | %(2) | |
Ratio of net investment income to average net assets: | |||
Before expense reimbursement | (9.04 | %)(2) | |
After expense reimbursement | 1.05 | %(2) | |
Portfolio turnover rate(3) | 6 | % |
The accompanying notes are an integral part of these financial statements.
52 |
CULLEN EMERGING MARKETS HIGH DIVIDEND FUND
FINANCIAL HIGHLIGHTS
Class I | 2012* | ||
Net Asset Value – Beginning of Period | $ | 10.00 | |
Income from Investment Operations: | |||
Net investment income (loss)(4) | 0.06 | ||
Net realized and unrealized gain (loss) on investments | 0.80 | ||
Total from investment operations | 0.86 | ||
Less Distributions: | |||
Dividends from net investment income | (0.05 | ) | |
Distributions from net realized gains | (0.00 | )(5) | |
Total distributions | (0.05 | ) | |
Net Asset Value – End of Period | $ | 10.81 | |
Total Return(1) | 8.59 | % | |
Ratios and Supplemental Data: | |||
Net assets, end of period (thousands) | $ | 2,156 | |
Ratio of expenses to average net assets: | |||
Before expense reimbursement | 13.09 | %(2) | |
After expense reimbursement | 1.00 | %(2) | |
Ratio of net investment income to average net assets: | |||
Before expense reimbursement | (10.24 | %)(2) | |
After expense reimbursement | 1.85 | %(2) | |
Portfolio turnover rate(3) | 6 | % |
* | Commencement of operations was September 1, 2012. |
(1) | Total return is calculated assuming an intial investment made at the net asset value at the beginning of the period, reinvestment of all dividend distributions at net asset value during the period, and redemption at net asset value on the last dat of the period. The returns presented do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or sale of Fund shares. Total return calculated for a period of less than one year is not annualized. The total return would have been lower if certain fees had not been waived and expenses reimbursed by the Investment Advisor. |
(2) | Annualized |
(3) | Portfolio turnover is not annualized for period less than one year. |
(4) | Average shares method used. |
(5) | Amount represents less than $0.01 per share. |
The accompanying notes are an integral part of these financial statements.
53 |
NOTES TO FINANCIAL STATEMENTS
December 31, 2012
1. Organization
The Cullen Funds Trust (the “Trust”) is an open end management investment company created as a Delaware business trust on March 25, 2000 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Trust currently offers five separate series to investors: the Cullen International High Dividend Fund, the Cullen High Dividend Equity Fund, the Cullen Small Cap Value Fund, the Cullen Value Fund and the Cullen Emerging Markets High Dividend Fund (each a “Fund” and collectively, the “Funds”). The Funds are open end, diversified management investment companies registered under the 1940 Act. The investment objectives of the Cullen International High Dividend Fund, the Cullen High Dividend Equity Fund, the Cullen Value Fund and the Cullen Emerging Markets High Dividend Fund are long-term capital appreciation and current income. The investment objective of the Cullen Small Cap Value Fund is long-term capital appreciation.
The Trust offers Retail Class, Class C, Class I, Class R1 and Class R2 Shares, except the Cullen Value Fund and the Cullen Emerging Markets High Dividend Fund which offers only Retail Class, Class C and Class I shares. However, the Cullen Small Cap Value Fund has not experienced any subscriptions in Class R1 and R2 shares since inception. Each class of shares differs principally in its respective distribution expenses and shareholder servicing expenses. Each class of shares has identical rights to earnings, assets, and voting privileges, except for the class specific expenses and exclusive rights to vote on matters affecting only individual classes.
2. Significant Accounting Policies
The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements. These policies are in conformity with accounting principles generally accepted in the United States.
a) | Valuation of Securities – Securities that are primarily traded on a national or foreign securities exchange are valued at the last sales price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale on such day, at the mean between the bid and asked prices. Securities primarily traded in the National Association of Securities Dealers Automated Quotation (“NASDAQ”) National Market System for which market quotations are readily available are valued using the NASDAQ Official Closing Price (“NOCP”). If the NOCP is not available, such securities are valued at the last sale price on the day of valuation, or if there has been no sale on such day, at the mean between the bid and asked prices. Money market mutual funds are valued at the net asset value (“NAV”) of shares held by the Funds on the day of valuation. Any securities or other assets for which market quotations are not readily available are valued at fair value as determined in good faith by the Valuation Committee of the Funds’ Board of Trustees under supervision of the full Board. The values for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates at the time of valuation. Exchange rates are provided daily by recognized independent pricing agents. |
54 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
2. Significant Accounting Policies – Continued
b) | Distributions to Shareholders – Dividends from net investment income, if any, are declared and paid quarterly for the Cullen International High Dividend Fund, the Cullen Small Cap Value Fund, the Cullen Value Fund and the Cullen Emerging Markets High Dividend Fund and monthly for the Cullen High Dividend Equity Fund. Distributions from realized capital gains, if any, are declared and paid at least annually. |
c) | Federal Income Taxes – The Funds intend to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of their taxable income to their shareholders in a manner which results in no tax cost to the Funds. Therefore, no federal income or excise tax provision is recorded. |
The Funds have reviewed all open tax years and major jurisdictions and concluded that there is no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken for the year ended June 30, 2012. Open tax years are those that are open for exam by taxing authorities, and as of June 30, 2012, open Federal tax years include the tax years ended June 30, 2009 through 2012 for the Cullen International High Dividend Fund and the Cullen High Dividend Equity Fund, and the tax years ended on June 30, 2011 and 2012 for the Cullen Small Cap Value Fund. The Funds have no examination in progress and are also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
d) | Use of Estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts in the financial statements. Actual results could differ from those estimates. |
e) | Guarantees and Indemnification – In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. Based on experience, however, the Funds expect the risk of loss to be remote. |
f) | Dividend and Distribution – Within each Fund, dividend income is recognized on the ex-dividend date or as soon as information is available and interest income is recognized on an accrual basis. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets. |
g) | Foreign Exchange Contracts – As the Funds may invest in securities traded on markets outside the United States, the Trust may enter into foreign currency commitments or foreign currency exchange transactions. Purchased contracts are only used to acquire foreign currencies to facilitate purchases and sales of investment securities. Risks may arise upon entering into these transactions from the potential inability of counterparties to meet the terms of their commitments and from unanticipated movements in security prices |
55 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
2. Significant Accounting Policies – Continued
or foreign exchange rates. The foreign currency transactions are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized until the settlement date.
h) | Foreign Currency Transactions – The Funds do not isolate that portion of results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Reported net realized foreign exchange gains or losses arise from sales of portfolio securities, sales and maturities of short-term securities, sales of Foreign Currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Funds books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities denominated in currencies other than the U.S. dollar and other than investments in securities at period end, resulting from changes in the exchange rate. |
i) | Other – Investment and shareholder transactions are recorded on trade date. The Funds determine the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sales proceeds on a specific identification cost basis. |
56 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
3. Capital Share Transactions
Share transactions were as follows:
Cullen International High Dividend Fund | |||||
Six Months Ended 12/31/2012 (Unaudited) | Year Ended 6/30/2012 | ||||
Retail Class Shares | |||||
Shares sold | 1,615,675 | 2,023,400 | |||
Shares reinvested | 22,197 | 121,080 | |||
Shares redeemed | (795,424 | ) | (2,718,690 | ) | |
Net change resulting from Retail Class Shares | |||||
Transactions | 842,448 | (574,210 | ) | ||
Class C Shares | |||||
Shares sold | 24,920 | 55,803 | |||
Shares reinvested | 318 | 4,249 | |||
Shares redeemed | (30,326 | ) | (47,961 | ) | |
Net change resulting from Class C Shares Transactions | (5,088 | ) | 12,091 | ||
Class I Shares | |||||
Shares sold | 9,711,039 | 3,874,582 | |||
Shares reinvested | 28,708 | 125,567 | |||
Shares redeemed | (1,208,308 | ) | (1,214,493 | ) | |
Net change resulting from Class I Shares Transactions | 8,531,439 | 2,785,656 | |||
Class R1 Shares | |||||
Shares sold | 3,295 | — | |||
Shares reinvested | 13 | 112 | |||
Shares redeemed | (2 | ) | — | ||
Net change resulting from Class R1 Shares | |||||
Transactions | 3,306 | 112 | |||
Class R2 Shares | |||||
Shares sold | 551 | 269 | |||
Shares reinvested | 21 | 143 | |||
Shares redeemed | (165 | ) | — | ||
Net change resulting from Class R2 Shares | |||||
Transactions | 407 | 412 | |||
Net change resulting from share transactions | 9,372,512 | 2,224,061 |
57 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
3. Capital Share Transactions – Continued
Cullen High Dividend Equity Fund | |||||
Six Months Ended 12/31/2012 (Unaudited) | Year Ended 6/30/2012 | ||||
Retail Class Shares | |||||
Shares sold | 7,231,466 | 15,872,575 | |||
Shares reinvested | 308,577 | 537,076 | |||
Shares redeemed | (4,927,128 | ) | (9,722,394 | ) | |
Net change resulting from Retail Class Shares | |||||
Transactions | 2,612,915 | 6,687,257 | |||
Class C Shares | |||||
Shares sold | 1,890,112 | 1,128,494 | |||
Shares reinvested | 25,313 | 33,482 | |||
Shares redeemed | (218,031 | ) | (384,119 | ) | |
Net change resulting from Class C Shares Transactions | 1,697,394 | 777,857 | |||
Class I Shares | |||||
Shares sold | 26,787,364 | 84,702,687 | |||
Shares reinvested | 879,055 | 1,303,526 | |||
Shares redeemed | (21,182,044 | ) | (21,922,872 | ) | |
Net change resulting from Class I Shares Transactions | 6,484,375 | 64,083,341 | |||
Class R1 Shares | |||||
Shares sold | 83,484 | 14,373 | |||
Shares reinvested | 340 | 229 | |||
Shares redeemed | (213 | ) | (5,876 | ) | |
Net change resulting from Class R1 Shares | |||||
Transactions | 83,611 | 8,726 | |||
Class R2 Shares | |||||
Shares sold | 23,625 | 5,711 | |||
Shares reinvested | 271 | 199 | |||
Shares redeemed | (1,656 | ) | (735 | ) | |
Net change resulting from Class R2 Shares | |||||
Transactions | 22,240 | 5,175 | |||
Net change resulting from share transactions | 10,900,535 | 71,562,356 |
58 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
3. Capital Share Transactions – Continued
Cullen Small Cap Value Fund | |||||
Six Months Ended 12/31/2012 (Unaudited) | Year Ended 6/30/2012 | ||||
Retail Class Shares | |||||
Shares sold | 112,824 | 118,227 | |||
Shares reinvested | 4,433 | 4,063 | |||
Shares redeemed | (79,593 | ) | (59,058 | ) | |
Net change resulting from Retail Class Shares | |||||
Transactions | 37,664 | 63,232 | |||
Class C Shares | |||||
Shares sold | 1,682 | 700 | |||
Shares reinvested | 303 | 384 | |||
Shares redeemed | (79 | ) | (4,172 | ) | |
Net change resulting from Class C Shares Transactions | 1,906 | (3,088 | ) | ||
Class I Shares | |||||
Shares sold | 164,859 | 94,951 | |||
Shares reinvested | 8,893 | 10,196 | |||
Shares redeemed | (202,996 | ) | (59,544 | ) | |
Net change resulting from Class I Shares Transactions | (29,244 | ) | 45,603 | ||
Net change resulting from share transactions | 10,326 | 105,747 |
59 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
3. Capital Share Transactions – Continued
Cullen Value Fund | ||
Four Months Ended 12/31/2012 (Unaudited) | ||
Retail Class Shares | ||
Shares sold | 10,000 | |
Shares reinvested | 30 | |
Shares redeemed | — | |
Net change resulting from Retail Class Shares Transactions | 10,030 | |
Class C Shares | ||
Shares sold | 17,496 | |
Shares reinvested | 10 | |
Shares redeemed | — | |
Net change resulting from Class C Shares Transactions | 17,506 | |
Class I Shares | ||
Shares sold | 2,252,674 | |
Shares reinvested | 7,745 | |
Shares redeemed | (94,149 | ) |
Net change resulting from Class I Shares Transactions | 2,166,270 | |
Net change resulting from share transactions | 2,193,806 |
60 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
3. Capital Share Transactions – Continued
Cullen Emerging Markets High Dividend Fund | ||
Four Months Ended 12/31/2012 (Unaudited) | ||
Retail Class Shares | ||
Shares sold | 57,406 | |
Shares reinvested | 196 | |
Shares redeemed | (11 | ) |
Net change resulting from Retail Class Shares Transactions | 57,591 | |
Class C Shares | ||
Shares sold | 60,288 | |
Shares reinvested | 107 | |
Shares redeemed | (192 | ) |
Net change resulting from Class C Shares Transactions | 60,203 | |
Class I Shares | ||
Shares sold | 198,861 | |
Shares reinvested | 678 | |
Shares redeemed | — | |
Net change resulting from Class I Shares Transactions | 199,539 | |
Net change resulting from share transactions | 317,333 |
4. Investment Transactions
Purchases and sales of investments, excluding short-term investments, for the six months ended December 31, 2012 were as follows:
Fund | Purchases | Sales | ||||
Cullen International High Dividend Fund | $ | 93,212,474 | $ | 8,405,203 | ||
Cullen High Dividend Equity Fund | 255,536,078 | 48,769,564 | ||||
Cullen Small Cap Value Fund | 2,984,605 | 3,186,148 | ||||
Cullen Value Fund | 19,746,822 | — | ||||
Cullen Emerging Markets High Dividend Fund | 3,192,056 | 120,706 |
61 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
5. Federal Tax Information
As of June 30, 2012, the Funds’ most recent fiscal year end, the components of accumulated earnings (losses) on a tax basis were as follows:
Cullen International High Dividend Fund | Cullen High Dividend Equity Fund | Cullen Small Cap Value Fund | |||||||||
Cost of investments(a) | $ | 85,841,731 | $ | 1,738,280,884 | $ | 8,052,672 | |||||
Gross unrealized appreciation | 11,876,907 | 293,855,492 | 880,302 | ||||||||
Gross unrealized depreciation | (3,431,111 | ) | (13,806,100 | ) | (892,204 | ) | |||||
Net unrealized appreciation | |||||||||||
(depreciation) | 8,445,796 | 280,049,392 | (11,902 | ) | |||||||
Undistributed ordinary income | 22,618 | 310,938 | 12,641 | ||||||||
Undistributed long-term capital gain | — | — | — | ||||||||
Total distributable earnings | 22,618 | 310,938 | 12,641 | ||||||||
Other accumulated gains (losses) | (22,402,003 | ) | (79,580,224 | ) | 144,173 | ||||||
Total accumulated earnings (losses) | $ | (13,933,789 | ) | $ | 200,780,106 | $ | 144,912 |
(a) | Represents cost for federal income tax purposes and differs from the cost for financial reporting purposes due to various book-to-tax differences. Those differences primarily relate to wash sale adjustments for the Funds. |
The Funds may periodically make reclassifications among certain of their capital accounts as a result of the recognition and characterization of certain income and capital gain distributions determined annually in accordance with federal tax regulations which may differ from accounting principles generally accepted in the United States. These principles require that permanent financial reporting and tax differences be reclassified in the capital accounts. Further, as a result of permanent book-to-tax differences arising from differing treatment of certain income items and non-deductible current year expenses, reclassification adjustments were made to increase (decrease) the amounts listed below:
Fund | Undistributed Net Investment Income/(loss) | Undistributed Net Realized Gain/(Loss) | Paid in Capital | ||||||
Cullen International High Dividend Fund | $ | (28,922 | ) | $ | 28,922 | — | |||
Cullen High Dividend Equity Fund | — | — | — | ||||||
Cullen Small Cap Value Fund | $ | (531 | ) | $ | 531 | — |
At June 30, 2012, the following Funds had capital loss carryforwards which will reduce each Fund’s taxable income arising from future net realized gain on investments, if any, to the extent permitted by the Internal Revenue Code (the “Code”) and thus will reduce the amount
62 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
5. Federal Tax Information – Continued
of distributions to shareholders which would otherwise be necessary to relieve the Fund of any liability for federal income tax. Pursuant to the Code, such capital loss carry-forwards will expire as follows:
Capital Loss Carryforwards to Expire In | No Expiration | Total Capital Loss Carryforwards | ||||||||||||||
Fund | 2017 | 2018 | 2019 | |||||||||||||
Cullen International | ||||||||||||||||
High Dividend | $ | 1,150,342 | $ | 17,096,391 | — | $ | 402,538 | * | $ | 18,649,271 | ||||||
Cullen High | ||||||||||||||||
Dividend Equity | 9,846,470 | 62,984,730 | $ | 2,792,640 | — | 75,623,840 |
* | Character is Short Term for tax purposes |
Cullen High Dividend Equity Fund utilized $154,629 of capital losses to offset taxable capital gains realized during the year ended June 30, 2012. Cullen International High Dividend Fund and Cullen High Dividend Equity Fund elected to treat post-October capital losses of $3,752,732 and $3,990,209, respectively, as having been incurred in the following fiscal year June 30, 2013.
Under the recently enacted Regulated Investment Company Modernization Act of 2010, the Funds will be permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to the losses incurred during pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may have an increased likelihood to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.
The tax composition of dividends paid during the year ended June 30, 2012 and the year ended June 30, 2011 was as follows:
June 30, 2012 | June 30, 2011 | ||||
Cullen International High Dividend Fund: | |||||
Ordinary Income | $ | 2,793,842 | $ | 2,146,893 | |
Cullen High Dividend Equity Fund: | |||||
Ordinary Income | 38,323,229 | 19,614,232 | |||
Cullen Small Cap Value Fund | |||||
Ordinary Income | 121,441 | 42,612 | |||
Long-Term Capital Gain | 60,030 | — |
63 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
6. Investment Advisory and Other Agreements
The Trust has an agreement with Cullen Capital Management LLC (the “Investment Adviser”), with which certain officers and trustees of the Trust are affiliated, to furnish investment advisory services to the Funds. Under the terms of the agreement, the Funds will compensate the Investment Adviser for its management services at the annual rate of 1.00% of each Fund’s average daily net assets. Through October 31, 2013, the Investment Adviser has agreed to absorb expenses to the extent that the Cullen International High Dividend Fund’s total annual operating expenses (excluding taxes and acquired funds fees and expenses) exceed 1.25%, 2.00%, 1.00%, 1.75% and 1.50% of the Retail Class, Class C, Class I, Class R1 and Class R2 net assets, respectively; the Cullen High Dividend Equity Fund’s total annual operating expenses (excluding taxes and acquired funds fees and expenses) exceed 1.00%, 1.75%, 0.75%, 1.50% and 1.25% of the Retail Class, Class C, Class I, Class R1 and Class R2 net assets, respectively; and the Cullen Small Cap Value Fund’s total annual operating expenses (excluding taxes and acquired funds fees and expenses) exceed 1.25%, 2.00%, 1.00%, 1.75% and 1.50% of the Retail Class, Class C, Class I, Class R1 and Class R2 net assets, respectively; and the Cullen Value Fund’s total annual operating expenses (excluding taxes and acquired funds fees and expenses) exceed 1.00%, 1.75% and 0.75% of the Retail Class, Class C and Class I net assets, respectively; and the Cullen Emerging Markets High Dividend Fund’s total annual operating expenses (excluding taxes and acquired funds fees and expenses) exceed 1.25%, 2.00% and 1.00% of the Retail Class, Class C, and Class I net assets, respectively. For a period of three years after the year in which the Investment Adviser reimburses expenses, the Investment Adviser may seek reimbursement from the respective Fund to the extent that total annual individual Fund operating expenses are less than the expense limitation in effect at the time of the reimbursement. The Investment Adviser reimbursed expenses of $394,589 associated with the Cullen International High Dividend Fund, $5,895,858 associated with the Cullen High Dividend Equity Fund, and $324,056 associated with the Cullen Small Cap Value Fund for the year ended June 30, 2012.
As of June 30, 2012, reimbursed expenses for each Fund subject to potential recovery by year of expiration are as follows:
Year of Expiration | Cullen International High Dividend Fund | Cullen High Dividend Equity Fund | Cullen Small Cap Value Fund | ||||||
June 30, 2013 | $ | 396,772 | $ | 1,942,721 | $ | 236,512 | |||
June 30, 2014 | 376,677 | 3,246,160 | 289,814 | ||||||
June 30, 2015 | 394,589 | 5,895,858 | 324,056 |
The Bank of New York Mellon serves as the Funds’ custodian, administrator, and fund accountant.
64 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
7. Distribution Plan
The Funds have adopted a Service and Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act. The Plan authorizes payments by the Funds in connection with the distribution of shares at an annual rate, as determined from time to time by the Board of Trustees, of up to 0.25%, 1.00%, 0.50% and 0.25% of the average daily net assets of Retail Class, Class C, Class R1, and Class R2, respectively. Amounts paid under the Plan to the Funds’ distributor ALPS Distributors, Inc., compensate the distributor for any activities or expenses primarily intended to result in the sale of shares of the Funds. This may include, but is not limited to, advertising, compensation for sales and marketing activities of financial institutions and others such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders and the printing and mailing of sales literature.
8. Shareholder Services Fee
The Trust has adopted a Shareholder Servicing Plan (the “Servicing Plan”) with respect to the Funds’ Class R1 and Class R2 shares. For providing certain account administration services to participants in retirement plans that are beneficial owners of such shares, the Servicing Plan authorizes each Fund to compensate plan administrators or other intermediaries up to 0.25% of the average daily net assets of Class R1 and Class R2.
9. Foreign Investment Risk
The Trust invests in securities traded on exchanges outside the United States. Further, each Fund invests in securities issued by companies domiciled outside the United States, which may be subject to political, social and economic uncertainty to a greater extent and may also be affected by currency controls; different accounting, auditing, financial reporting, and legal standards and practices in some countries; expropriation; changes in tax policy; greater market volatility; differing securities market structures; higher transaction costs; and various administrative difficulties, such as delays in clearing and settling portfolio transactions or in receiving payment of dividends.
10. Significant Shareholders
At December 31, 2012, the Cullen Small Cap Value Fund had three affiliated shareholders who held 17.2%, 3.3% and 4.2%, Cullen Value Fund had two affiliated shareholders who held 16.0% and 2.7% and Cullen Emerging Markets High Dividend Fund had two affiliated shareholders who held 47.5% and 1.6%, respectively, of each Fund’s outstanding shares. Investment activities of these shareholders could have a material effect on the Fund.
65 |
CULLEN FUNDS TRUST
NOTES TO FINANCIAL STATEMENTS – Continued
December 31, 2012
11. Subsequent Events
Management has evaluated events and transactions for potential recognition or disclosure in the financial statements through the date the financial statements were issued. Management has determined that there are no material events that would require disclosure in the Funds’ financial statements through this date.
66 |
INVESTMENT ADVISER
Cullen Capital Management LLC
645 Fifth Avenue
New York, NY 10022
DISTRIBUTOR
ALPS Distributors, Inc.
1290 Broadway, Suite 1100
Denver, CO 80203
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
PricewaterhouseCoopers LLP
100 East Wisconsin Avenue, Suite 1800
Milwaukee, WI 53202
LEGAL COUNSEL
Sidley Austin LLP
One South Dearborn Street
Chicago, IL 60603
TRANSFER AGENT AND
DIVIDEND DISBURSING AGENT
ALPS Fund Services, Inc.
1290 Broadway, Suite 1100
Denver, CO 80203
ADMINISTRATOR, ACCOUNTANT
AND CUSTODIAN
The Bank of New York Mellon
101 Barclay Street
New York, NY 10286
Item 2. Code of Ethics
Not Applicable
Item 3. Audit Committee Financial Expert
Not Applicable
Item 4. Principal Accountant Fees and Services
Not Applicable.
Item 5. Audit Committee of Listed Registrants
Not Applicable
Item 6. Investments
(a) The schedule is included as part of the report to shareholders filed under Item 1 of this Form.
(b) Not Applicable
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Not Applicable
Item 8. Portfolio Managers of Closed-End Management Investment Companies
Not Applicable
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
Not Applicable
Item 10. Submission of Matters to a Vote of Security Holders
Not Applicable.
Item 11. Controls and Procedures
(a) | The registrant’s principal executive officer and principal financial officer concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))), are effective as of a date within 90 days of the filing date of this report, based on the evaluation of the registrant’s disclosure controls and procedures, as required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 (the “Exchange Act”)17 CFR 240.13a-15(b) or 240.15d-15(b)). |
| |
(b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)), that occurred during the registrant’s second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
ITEM 12. EXHIBITS
(a)(1) | Not applicable. |
(a)(2) | Certifications of the principal executive officer and principal financial officer of the Registrant as required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)) are filed herewith as Exhibit 99CERT. |
| |
(a)(3) | Not applicable. |
(b) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 as required by Rule 30a-2(b) under the 1940 Act (17 CFR 270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) are filed herewith as Exhibit 99.906CERT. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Cullen Funds Trust | ||
By (Signature and Title) | /s/James P. Cullen | |
James P. Cullen, President | ||
Date March 1, 2013 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title) | /s/James P. Cullen | |
James P. Cullen, President | ||
Date March 1, 2013 | ||
By (Signature and Title) | /s/Jeffrey T. Battaglia | |
Jeffrey T. Battaglia, Treasurer | ||
Date March 1, 2013 |